Ben 10: Omniharem 10
by Sallem Cortez 004
Summary: Time fragments, and while the pieces spend a week putting themselves back together, many Bens in many fragmented timelines attract the attention of various members of the female species. But what happens when the pieces of the space-time continuum pull themselves back together? ON HIATUS
1. Prologue

**Hey there, some buddies of mine have historically decided to make harems centered on Ben; Bigby the Big Bad Wolf, Judge Royce, Rexfan1333. I wanted to see what the fuss was about, so here's my efforts at the idea. Tonda Gossa!**

* * *

**Prologue**

"I'm telling ya, Rook, sometimes you just gotta go with the flow." Ben sighed as he struggled to explain his viewpoint to his partner. "Rayona's mad and you don't have any clue why, so just kiss up to her for a bit and the problem should go away in a week or two."

"I am not denying that you make a valid, logical, and reasonable argument, Ben." Rook reassured him calmly as he steered the Proto-TRUK through Bellwood. "However, you know better than I or most other people on the planet that logic and reason seldom work when dealing with your girlfriend."

"And what exactly is that supposed to mean?" Ben asked Rook suspiciously.

"I am simply stating that between Julie, Ms. Nocturne, Ester, Looma, Attea, Kai, Elena, Eunice, an untold number of fangirls, and other members of the female species, you have more experience dealing with amorous women than any other person I know." Rook remarked.

"Low blow, dude." Skulked Ben. "And Jennifer and I weren't even really a thing! It was just a publicity stunt, and that's not even getting into what a huge ball of crazy she was, and still is for that matter."

"Hate to interrupt this scintillating conversation, but I have something I'd like to bring to your attention." Professor Paradox remarked as he suddenly appeared in the back of the Proto-TRUK.

"GAH!" Startled Ben, nearly jumping out of his seat. "Professor Paradox, do you think you could warn a guy next time?" Ben remarked irritably once he settled himself.

"Actually, this time I did send an advanced notice." Paradox corrected.

"That is true," Rook nodded, not even phased by the Professor's appearance. "Magister Tennyson mentioned it this morning. Apparently the Professor is trying to maintain a more orderly profile ever since the Time War."

"Seriously?" Ben asked in astonishment. "How come I didn't hear about this?"

"Were you paying attention to the briefing this morning?" Rook asked, already aware of the answer.

"Hey, I have you for that stuff." Ben defended himself weakly. "Besides, when a problem actually comes up, that's when I deal with it."

"And that works for you?" Rook asked sarcastically.

"It's worked well for me ever since I was ten, why shouldn't it keep working now?" Ben shrugged, turning his attention back to Paradox as he did so. "So, just out of curiosity, what exactly brings you hear today, Professor? Since you usually only show up for the really, really big stuff, I'm guessing it's something along the lines of Eon and Vilgax teaming up to kill all the Bens in every dimension, and not Sssserpent and the Vreedle Brothers teaming up to rob a candy store."

"Those two will get to that eventually, but that's not what I'm hear for right now." Paradox remarked casually, either ignoring or not caring about the concerned looks Ben and Rook were giving him. "The reason I've come hear today is that there's a young entrepreneur looking to fragment the space-time continuum for his own humorous ends. Not all that dangerous, considering small scale damage like this will easily repair itself in a few days, but I figured I should at least warn you to be on the lookout for any strange occurrences in the near future." He said calmly.

"And... how exactly are we supposed to stop this guy?" Ben asked quizzically.

"Frankly, I'm not all that certain there's anything we can do about it." Paradox shrugged sheepishly. "As I mentioned before, there are places I cannot go, things I cannot do, and honestly the perpetrator behind this event knows me well enough to prepare for my interference."

"But does he know us well enough to prepare for our interference?" Rook asked slyly, Ben giving him an approving nod for how his mind was working right now.

"Possibly, I'm not entirely sure myself." Paradox remarked as he checked a non-existent watch on his mechanical arm. "If you're going to try and stop him, I'd hurry off to the nearest Mr. Smoothies. He plans to fracture the time-space continuum there. Ta-ta!" And in a flash of light, the confusing immortal scientist with a British accent was gone.

"We really need to put a bell on that guy." Ben deadpanned the moment the professor was gone. "Well, you heard the man Rook. Set a course for Mr. Smoothies."

"Just once, I wish we could go a whole day without mentioning that place." Rook scowled slightly as he entered the destination in the GPS. "Your obsession with smoothies is psychologically unhealthy, and frankly, their mascot disturbs me."

"Who asked you?" Ben said sarcastically as he began fiddling with the Omnitrix, wondering which alien would be best suited to whatever they would be fighting today.

* * *

**At Mr. Smoothies**

"Hello there, my fine, uneducated friends!" A man dressed in a white longcoat, green flak jacket, black hakama pants, a brown fedora, and an orange scarf exclaimed excitedly, his missing left cheek making for a deranged and lopsided grin. "I bet you're all wondering what your old buddy Sallem Cortez is doing here at Mr. Smoothies, aren't you? Well, there's a question within a question, for you see, I'm here for a few very simple reasons, not the least of which is that I want to bomb this location off the map!" Taking a moment to think, he reconsidered before speaking in a more reserved tone. "Okay, maybe that actually is the least of my reasons for being here today. After all, I'm only here for two reasons, and compared to my other reason, tearing this place to pieces... Meh." He shrugged before reaching into his coat and pulling out a large, metallic, brown stake.

"Now then!" He continued, his earlier excitement returning. "Let's get started on Temporal Physics 101, shall we? We all know how those time travel movies go, right? There's really only two possible plots. The first is that you abuse time travel for fun and profit, and then you end up having to rush back in time and fix everything, so life goes back to the same mediocrity as you've ever known. The second is that you go back in time to prevent some world ending disaster, or cause it, either or. Well I'm about to show you a third way to have fun with time travel, right here and now! Isn't this the most exciting thing you've ever seen!?" He shouted maniacally.

"Uh, sir?" The nerdy looking cashier said tiredly. "You're holding up the line. I'm afraid I'm going to have to ask you to either order something, or move aside."

Pouting at the lack of enthusiasm the cashier was showing, Sallem activated his rocket powered feet and hovered several feet in the air. "You work a minimum wage, dead end job, in a failing economy, you're suffering from a serious case of acne, I'm guessing you don't have a girlfriend, or much in the way of self-confidence, and with the growing population, dwindling of fossil fuels, and a tragic lack of interest in alternative fuel sources, you're going nowhere fast as both a species, and an individual." He deadpanned. "Whereas I'm the richest guy in the Galaxy, who makes more money in a day than you'll ever see in your entire lifetime." Having said his bit, he rocketed off to the roof of the restaurant."

Stupefied at the dressing down he'd been given, the cashier looked down at his uniform, then up at the impatient customers. "What am I doing with my life?" The cashier asked himself as he began taking orders, his day suddenly completely ruined.

"Americans, honestly." Sallem shook his head. "This is why Japan has you beat in the entertainment industry. Well, that and the hentai, but that's neither here nor there." Shrugging as he juggled the stake he was carrying, he waited for the familiar sight of the Proto-TRUK, and was happy to see it coming around the corner, just as he expected it to. "You never could let me just have anything for free, could ya Paradox?" He smirked as he jumped down from the roof, landing calmly on top of a table, causing the couple sitting there to panic and scramble. "Yeah, run away, ya goobers! The service here stinks anyway! Why do ya think I'm gonna blow this place sky high?!" He yelled just loudly enough that Ben was sure to hear, confirming the threat he posed and chasing off the civilians at the same time.

"I don't know who you are, or what your game is," Ben began as he got out of the truck and slid over the hood. "But don't even think about messing with the smoothies!" Activating the Omnitrix and slamming it down without looking, in a green flash he turned into Bloxx and threw an extending punch as Rook took aim and fired off a few laser blasts.

"Is this really the best you can muster?" Sallem remarked as he jumped atop the fist and weaved through a few lasers as he ran down his arm. Kicking Ben so hard in the face his head broke apart, he landed right behind the alien with casual ease. "You need to put a bit more thought into which aliens you use. Balance things out, change forms to suit situations, instead of situations to suit forms."

"Good advice." Admitted Ben when his head reformed. "That's why I always choose something that can really take a hit when fighting someone new." Launching another punch, Sallem managed to easily bob out of the way, but got blasted in the back of head by a grenade from Rook in the process, sending him flying face first into the pavement. "Yikes! Don't you think that's a bit harsh, Rook?" Ben winced at the damage.

"Not harsh enough, I am afraid." Rook said somberly as Sallem easily got back up, barely a scratch on him. "My scans showed that his body is largely composed of an unknown, hyperdurable alloy. I recommend that you use Atomix."

"Atomix?!" Sallem parroted in faux shock as he casually flipped the stake in his hand. "Doesn't that seem like overkill for little ole' me?"

"You seem to be aware of many, if not all of Ben's transformations." Rook reasoned. "In addition, in my experience working with Ben, when Paradox comes to warn you of something, it is advised to take the threat very seriously."

"True enough," Sallem shrugged as he slammed the stake into the air, causing glowing yellow cracks to appear in midair. "Tell you what, I'll rocket five blocks away, and if you can get three hits on me before I reach this stake and slam into it, I'll give up and leave the planet for good. How does that sound?"

"And what makes that stake so important?" Ben quirked an eyebrow.

"You won't need to find out if you can stop me." Smirked Sallem as he activated his rocket feet and flew off. "And don't bother trying to pull it out! That thing's stuck good!" He shouted behind him, arriving at a spot five blocks away shortly afterward, casually walking back to Mr. Smoothies once he landed.

"Oh, that thing's coming out." Bloxx debated as he stretched out his arms and grabbed the stake, grunting as he yanked as hard as he could, though after it refused to budge for several seconds, he relented with a sigh. "Okay, maybe it's not coming out. So I guess that means we have to beat up that guy then." He remarked as the duo turned to Sallem, the cyborg approaching the restaurant casually.

"Indeed," Rook nodded in agreement as he switched his Proto-Tool to bow mode and took aim. "And given the nature of the game, perhaps a form more suited to direct combat would be best."

"I don't need you telling me which alien to use." Ben grunted as he slapped the Omnitrix dial on his chest, turning into Kickin' Hawk. "I've been doing the hero thing a lot longer than you have." He reminded Rook sarcastically as he rushed Sallem, looking to get a few easy hits in while Rook backed him up with some cover fire. Not that the cover fire was really needed, since Sallem continued to casually walk to Mr. Smoothies, dodging each laser arrow with the minimum effort possible.

"You might want to try something with a full-auto setting!" Shouted the cyborg before dodging a manhole cover Ben had thrown at him. "Trust me, when you're up against me in a game like this, spray-and-pray is pretty much your best shot!"

"Pray this!" Ben growled as he launched a sweeping kick at Sallem's legs, only for the teenage cyborg to casually somersault over Ben. "What the-?" Ben remarked in shock before turning around and angrily launching a wicked elbow-thrust which would have sliced Sallem's arm if he didn't take a sudden big step forward. "Hold still for a moment!" The avian alien demanded as he launched a flurry of punches, kicks, and elbow strikes, all of which were barely avoided with ease each time. "Okay, this isn't working." He panted. "Time for a change in tactics!" He declared as he slammed the Omnitrix dial again, turning into Lodestar. "Let's see how the big, bad cyborg deals with his polar opposite!"

"Magnet puns, how witty." Sallem rolled his eyes tiredly, obviously unimpressed as Ben tried and failed to throw him around with magnetism, barely flinching as he dodged three blaster bolts in quick succession. "Just for the record, only an idiot would rebuild their own body with ferrous metals when they have other, more durable materials at their disposal. I mean really, there **are** metals out there that aren't attracted to magnets. Try something else, you only have three blocks until I'm at Mr. Smoothies, after all." He pointed out before spiraling around Rook, who'd decided to try his luck at close-quarters.

"You mean we only have three blocks to stop him before he does... whatever it is he's doing!?" Ben parroted in shock as he took notice of how far they'd gone in such a short time. "How did he get so close so fast?!"

"It seems as though he is penalizing us for each failed attempt." Rook noted. "I have noticed that he tends to move much more quickly when we are attacking him. We must think up a solid strategy, and strike with precision."

"At this point I'll try anything." Ben scowled, or as close to it as he could manage as Lodestar. "And I think I may just have an idea." He said slyly as he slapped the Omnitrix dial, turning into Spitter. "I slime him, you light him up." He instructed before inflating himself like a balloon, spraying a torrent of slime at Sallem.

Acting quickly, Sallem swerved left and right as the slime stream barely kept up with him. "Is that really the best you can do? I've seen ninja who fight better than that. Killed 'em too. All you did was get my boots dirty." He taunted as he held up his right foot to show the slime on the bottom, failing to notice Rook fire off a shot at one end of the slime trail, quickly lighting the whole thing on fire, and giving Sallem the hot feet. "Ow, ow, ow, ow, ow, ow! Hot slime, hot slime!" He panicked as he danced off the flaming slime, dropping and rolling as soon as he was clear of the zigzagging fire path. "Note to self, Ben Tennyson & Rook Blonko serve as further evidence of opposites working together effectively." He deadpanned as he noticed Ben turn into Armodrillo, digging up a few pieces of pavement and throwing them all over the street in front of him. Between the rocks and the still burning fire trail, the street ahead of Sallem for the next block was a veritable obstacle course. "So that's you game, is it? Alright then, let's play." He said eagerly as he casually strolled forward.

"We have obstructed his path, and managed to land one hit on him." Rook noted. "Even so, it is obvious that he does not regard us as a threat. We may be able to use this to our advantage."

"Well, he's not exactly unjustified in that opinion." Ben admitted sheepishly. "We're throwing our best at him, and he just plows right through it. Any ideas?"

"I think I am getting one." Rook remarked thoughtfully as he observed the still burning slime. "Turn into Water Hazard, and spray the slime."

"Uhh, okay." Ben said uncertainly as he slapped the Omnitrix dial again. "But won't that just put out the fire? I thought the idea was to get in his way." Nonetheless, he did as he was told. Surprisingly, instead of snuffing out the flame, the torrent of water only spread the slime all over the street, spreading the fire along with it, and forcing Sallem to jump up on the chunks of heaved pavement. "Ohh, now I get it. It's like a grease fire." He realized.

"Indeed," Rook smiled as he rushed forward, jumping from pavement chunk to pavement chunk, catching up to Sallem and being careful to strike him with a jab just as he was jumping to another chunk untouched by the flame. "And I believe that's two hits we've got on you."

"Very nice, very nice." Remarked Sallem as he dismounted, landing on unmolested pavement. "Of course, now I'm only one block away from Mr. Smoothies. Do try not to bore me, I'm holding back as much as I can after all."

"I am so sick of your attitude." Ben remarked as he turned into Bloxx again, running towards Mr. Smoothies on his extending arms. "Let's see you get over this!" He taunted as he built himself up into a large wall, spanning from building to building, and towering six stories high.

"Please, give me something harder to work with." Sallem smirked as he bounded over twice as high as the wall in a single jump. However, just as he was about to land on the other side, he saw that the fast approaching ground was made of bright primary colors. Realizing with a shock that he'd been led into a trap, Sallem tried activating his rocket feet to fly away, but Ben managed to get in a strong punch to the gut before he could react. His fist shattered on impact, but it sent Sallem spiraling into the pavement, just a few meters from Mr. Smoothies.

"Close but no cigar." Smirked Bloxx as he turned back into Ben, standing triumphantly over Sallem as he pulled himself up and dusted off his sleeves. "Now I believe you said something about giving up and leaving Earth for good?"

"Yeah, I suppose I did say that." Sallem shrugged calmly, actually looking pretty happy at the turn of events. "I gotta admit, not many people could force me to use my cybernetic functions. Even if I was holding back the whole time, you did pretty well."

"Yeah, I guess we did, didn't we?" Ben remarked, always glad to get respect, even if it was from enemies. "Good job Rook. You were really in the zone today."

"Thank you," Rook accepted the compliment gratefully, before his expression turned to confusion. "Though I must admit, I am curious as to why Paradox saw you as enough of a threat to get involved. For all intents and purposes, you seem to be accepting your loss gracefully. Surely one of the greatest heroes in all of space-time should have more pressing concerns if this is all there is to defeating you."

"True," Sallem admitted with a smug look on his face. "There is a lot more to the threat I pose than meets the eye. In fact, I even have a back-up plan, just in-case you managed to stop me."

"Oh really?" Ben remarked as he activated his Omnitrix threateningly. "And what exactly is this back-up plan of yours? Because it's not gonna be any match for-" Slamming down the faceplate, he turned into. "The Worst?! Stupid Omnitrix!" Ben shouted at the emblem on his belly button.

"Plan B." Smirked Sallem, a simple looking remote in his hands. "Hack the Omnitrix, and go with Plan A anyway." Pressing a button on the remote, and cartoonishly large mallet appeared above the metal stake jammed into the air, and slammed down on it, sending glowing cracks branching out of it at massively FTL speeds.

"What did you do?!" Panicked Rook as he fired off several shots at Sallem, who didn't even bother to dodge this time, the lasers causing no damage to his skin.

"I fractured the entire space-time continuum." Sallem remarked happily. "In a few minutes, the cracks will reach the outer limits of the universe, and the damage will rewrite all of space-time."

"Why are you doing this?!" Demanded Ben as he turned himself back to normal. "You're gonna be destroyed along with the rest of the universe too, ya know!"

"Destroying the universe?" Sallem remarked, barely muffling his laughter. "Who would be stupid enough to do that? I'm just messing things up for a while. The damage will more or less undo itself in about a week, and we'll all get on with our lives, everything barely different from how it was before."

Pausing to look at each other in confusion, Ben and Rook tries to see if either of them could make heads or tails of the whole thing. "Seriously?" Ben remarked in astonishment. "If everything's gonna go back to normal in a week, why bother with all this in the first place?"

"It amuses me." Sallem shrugged nonchalantly. "Besides, just because everything's gonna go back to normal in a week, doesn't mean I can't have some fun messing with people during all the ensuing chaos. Which should be starting in 3... 2... 1... Now!"

* * *

Cutting off kind of abrupt there, don't ya think?

"I prefer to think of it as a cliffhanger." Shrugged Sallem.

So what's gonna happen now?

"This is a Harem story. What do you think is gonna happen?" Sallem smirked, his Cheshire-like grin the last thing visible as the screen faded to black.


	2. Ester

**Ester**

"How did we get here, Rook?" Ben asked his partner in confusion, referencing the fact that they were suddenly in Undertown, wincing as a blaster bolt whizzed right above the upturned picnic table they were using as cover.

"I do not have the slightest idea." Rook remarked as he began laying down cover fire. "But does it not strike you odd that we find ourselves fighting what appears to be a rouge faction of the Kraaho just as the adversary we were fighting moments ago claims to have fractured the space-time continuum?"

"Wait, we're fighting the Kraaho?" Ben remarked as he peered through a hole in the table, seeing four of the elastic aliens in front of a spaceship part store, firing on them with reckless abandon. "I thought Ester was keeping them in line."

"I'm doing my best!" Ester declared from behind Ben, shocking the heroes, who weren't aware she was there. "But these five just arrived from off-world, and they refuse to listen to me!"

"When did you get here?" Ben asked as he activated the Omnitrix, taking his time to look for a decent alien to use.

"And are there not only four rouge Kraaho firing upon us?" Rook added.

"What are you two talking about?" Ester questioned them. "I called you two to help me deal with this, remember? And these guys are just the distraction so that their leader can steal a fusion engine!"

"A fusion engine? Don't tell me these guys are planning the same thing Seebik was." Ben asked sarcastically before turning into Big Chill.

"That's what it looks like." Ester confirmed. "Think you can make a distraction while Rook and I get behind them?"

"A sound strategy," Rook nodded. "But before that, may I have a quick moment of your time, Ben?"

"What's up?" Ben asked as Rook ushered him away from Ester for a moment of privacy.

"Do you not recall the confrontation we were in just moments ago?" Rook asked seriously. "The one that involved a massive threat to the space-time continuum. Yet now we are somehow in the middle of a confrontation with Kraaho criminals. A confrontation Ester supposedly asked for our help with, yet I recall no such events."

"I remember the time thing," Insisted Ben. "I just have a system in place for when time related problems come along."

"And what system would that be?" Rook asked, legitimately curious.

"Wait until Paradox shows up to explain the whole thing." Noticing the odd and somewhat disappointed look Rook was giving him, Ben struggled to justify his actions. "What? That is literally the only way I've ever solved anything involving time related super villains. Now if you'll set your timey-whimey problems aside for the moment, we have some Kraaho to put on ice." Phasing through the table, Big Chill started freezing the ground with a huge gust of air, tripping up the Kraaho criminals before flying into the building they were guarding.

"That ice should make them easy to deal with." Ester told Rook. "Think you can handle these guys on your own while I help Ben? Their leader is pretty tough, not to mention that fusion engine will be generating enough heat to keep him going against Big Chill."

"Not a problem." Rook said before they both jumped over the makeshift barricade, Rook smacking a few of the shivering Kraaho around with the Proto-Tool's staff form, and Ester using another as a springboard to jump through the window.

Meanwhile, Ben was searching the building on foot for the leader, his wings folded around him as a cloak. "Now let's see here. If I were a fusion engine in a rundown used parts store, where would I be?"

"Only reason store is rundown and selling used parts instead of new ones is because you keep ruining Pakmar's businesses, Ben Tennyson! Giving him a bad rep with the bank and high insurance premiums!" The tied-up diminutive alien shouted from the floor.

"You run this place? I should have known." Big Chill sighed as he picked Pakmar up by the ropes binding him and holding him at eye-level. "Mind telling me where I can find the guy who's robbing the place so I can arrest him?"

"I will not tell you! Now get out of Pakmar's store! Pakmar would rather be robbed than have you ruin yet another of his business ventures!" Pakmar shouted irately before getting an elastic slap to the face.

"Never mind him, Ben." Ester remarked as she dusted off her hands. "Haz-Mat parts like a fusion engine are usually kept in the back, behind reinforced doors."

"Cool." Ben remarked as he unceremoniously dropped Pakmar on the floor, before he got blasted in the back by a massive energy blast.

"I believe you mean, hot." Smirked a burly looking Kraaho, decked out in a hi-tech suit of armor, the smoking gauntlet indicating where the energy blast had come from.

"What do you want, Korrvic?" Demanded Ester. "I told you before, I'm the leader of the Kraaho on this planet!"

"I will not take orders from a half breed!" Korrvic protested. "Much less a woman half breed."

"Sexist much?" Remarked Ben as he got up and dusted himself off. "If you don't like the rules on this planet, why don't you just go somewhere else?"

"Because, all Kraaho tribes on other planets are too well fortified. Only on this planet is the Kraaho settlement new enough for me to take over!" Smirked Korrvic maliciously. "But that was before I knew the leader of the local tribe was the lover of the meddling hero Ben Tennyson!"

"Well, I wouldn't exactly say we're lovers at this stage in our relationship." Ben corrected sheepishly. "We only started going out recently, so it's just at the typical going steady stage."

"Aww, that's so sweet of you to say." Gushed Ester. "But just a warning, if you get me a class ring or something I'm gonna scream."

"Enough of this!" Exploded Korrvic. "This is why I refuse to let a woman be in charge of any tribe! Always with their heads in the clouds, obsessing about the opposite gender instead of focusing on the expansion of their territory like a Kraaho should! This is why women are only fit to serve men! This is why I created this armor, and stole the necessary fusion engine to power it! And this is why I will end the two of you where you stand!" He shouted as he leveled both of his arms at Ben and Ester.

"Wow, I have never seen such a sexist jerk in my entire life." Huffed Ester indignantly. "Although, on the bright side, it does make you pretty easy to trick."

"What are you talking about, woman?!" Korrvic demanded furiously.

"Buddy, you might want to look down for a sec." Ben deadpanned.

Korrvic sensed a trap in waiting, but his curiosity quickly got the better of him. Looking down, he quickly noticed that Ester had stretched out her leg to the side. Following the winding trail of her leg, Korrvic noticed her leg had wrapped around his ankles just in time for Ester to pull it taught, sending Korrvic off-balance and into a sudden face plant into the ground.

"And now for the coup d'gracie." Remarked Ben before taking a deep breath, and covering Korrvic in a thick layer of ice, his Kraaho biology making the blistering cold especially unpleasant. Turning to Pakmar, Ben remarked, "There, I took care of him without trashing your store. Happy now?"

"I will not be happy until you are gone from my life forever, Ben Tennyson!" Pakmar shouted, before he grudgingly relented. "For now though, Pakmar will settle for you taking that criminal far from my place! And get someone to untie me while you're at it!"

"You sure you don't want me to take care of those ropes?" Ben offered as he lifted the ice encased criminal. "And what about the fusion engine this guy stole?"

"No! Do nothing but take him away from here!" Demanded Pakmar. "Send someone else to untie me, and send back the fusion engine in the mail! Those things do not come cheaply!"

"If you insist." Ester joked as she stood by Ben. "Now come on, unless I missed my guess, this guy has a cell at Plumber's HQ with his name on it."

"N-Never!" Shivered Korrvic angrily. "I shall n-n-never lose to a woman! Activate s-s-self-destruct m-m-mechanism!" Suddenly, a light on his suit started flashing rapidly.

"What are you doing!?" Ester demanded in shock.

"See what you do to my businesses, Ben Tennyson?! See what you do?!" Shouted Pakmar.

"Self-destruct mechanism. Pretty self-explanatory if you ask me." Big Chill remarked before turning into NRG. Grabbing Korrvic in a bear hug, he heated up his body just enough to melt through the area where the flashing light was encased in ice.

"What are you doing?!" Demanded Korrvic as Ben reached into his armor and pulled out it's power core.

"Keeping you from leveling the place." Ben deadpanned as he opened up the helmet of his armor, placing the fusion engine core in his mouth like so much popcorn. "There, see? No harm no foul for Pakmar, and our sexist friend here get an extended sentence for attempted suicide bombing." Suddenly, his stomach started gurgling, giving Ben a foreboding feeling. "Oh no, I'm beginning to remember what happened the last time I ate a fusion engine. Duck and cover!" With a loud, semi-radioactive belch, Ben accidentally blasted through most of the store's support beams.

"Time to get out of here!" Panicked Ester as she grabbed Pakmar and ran for it, the diminutive alien loudly complaining the whole way.

When Ester got outside, she saw that Rook had easily restrained the four thugs, and back-up had just arrived to haul them away. Smiling even as Pakmar continued to whine, her satisfaction soon turned to worry as the building completely collapsed. "Ben!" Ester shouted in worry, unable to do much besides stare at the heap of rubble.

"Good riddance!" Huffed Pakmar. "Now that pesky Ben Tennyson is gone, maybe Pakmar can finally peddle whatever wares he manages to get next in peace."

"Oh, who asked you?!" Angry at the remarks the salesman was making against her boyfriend, Ester stretched her arm up and dropped him from ten feet in the air.

"You did that on purpose." Grumbled Pakmar as he struggled against his bindings. "And will somebody remove these chaffing ropes from Pakmar's person?!"

"I'm okay, in case anyone was wondering." NRG grunted sarcastically as he forced his way out of a pile of rubble. Reaching down into the massive pile of concrete, metal, and wood, he pulled out the unconscious form of Korrvic, the falling debris having simultaneously broken his ice prison and knocked him out. "And will somebody get this guy in a cell before he wakes up? He may be pathetic, but he's also reckless enough to try and blow himself up when he's losing."

"A truly dangerous combination, to be sure." Rook noted as he handcuffed the Kraaho and hoisted him over his shoulder like a sack of potatoes.

"Nice work today, Ben." Ester smiled as her boyfriend changed back to normal. "I don't think I could have handled those thugs without you."

"Please, you barely needed my help." Ben joked as they followed Rook to the Proto-TRUK. "Who was it that made him do a face-plant while he was ranting?"

"And who was it that froze him and ate the power core of his suit before he could even get any use out of it?" Ester countered as she slung her arm around Ben's shoulder. "Face it Ben, we just make too good a team for bad guys to keep up."

"Ahem!" Coughed Rook in protest.

"And where we we be without our favorite Revonnahgander?" Ben recovered quickly. "So, now that we've caught today's bad guy, who's up for-"

"Do not say smoothies." Rook cut in abruptly. "No offense to your taste buds Ben, but you need variety."

"I've tried, but my mom and grandpa Max are so... out there with their cooking, that it's just safer to stay with what I know." Ben explained.

"Exactly how are your mother and grandfather terrible cooks?" Rook asked in confusion. "I have always found their cuisine most delightful."

"Different species, different taste buds." Ben justified. "Trust me, it's one of those things you either have, or you don't."

"I'm a pretty good cook." Supplied Ester, seeing a chance to gain some ground with Ben. "I'd be more than happy to see if I've got anything in my cook book that suits you."

"Would you really?" Ben exclaimed in relief. "Thank you so much, you have no idea just how... wait a second." He paused in thought. "Quick question, which condiment can make any food taste better?"

"Trick question," Scoffed Ester playfully. "Both ketchup and cheese are equally good, though if I had to chose one, I'd go with the cheese, since it's more versatile."

"Where have you been all my life?" Ben half-joked as they loaded Korrvic into the back of the Proto-TRUK. "Say Rook, you think you can handle getting these guys locked up on your own? As the white rabbit would say, I'm late, I'm late, for a very important date."

"From the works of Charles Lutwidge Dodgson, alias Lewis Carroll." Rook recited from memory happily, tossing Korrvic into his vehicle haphazardly as he did so. "Good to see you taking an interest in your own planet's literature for once."

Leaning in closely to Ester, Ben whispered, "I make a few pop-culture references I know go back further than any movie version I've seen every so often, and let him make whatever connections he wants. I've found that it keeps him happy." Getting a stifled chuckle from his half-alien girlfriend, the budding couple escorted each other to the Kraaho section of Undertown.

* * *

**Conclusion**

Later, at Ester's hut, Ben and the Kraaho leader were polishing off what looked to be a meal of some kind of alien 4-legged poultry, as evidenced by the bones sitting on the table. The hut itself was sparsely decorated; a bed, a small kitchen, a TV, and a closed off area for a bathroom, and the whole area was painted a simple brown color.

"Okay, credit where credit is due, that was one of the best meals I've ever had." Ben sighed contentedly as he reclined. "Normally alien cuisine doesn't agree with me, but this was actually really good. What's your secret?"

"Human taste buds," Ester snarked, eliciting a chuckle from Ben. "Seriously, since my mom is human, I inherited more than just a tolerance for the cold. Combine that with the fact that traditional Kraaho dishes aren't exactly appetizing, and I've had to learn quite a few tricks to make xenocuisine edible."

"You think you could give my mom some tips?" Ben asked. "And my grandpa, and half the people I know." He trailed on jokingly, getting a chuckle from Ester. "Seriously though, growing up in my family, one of the main things I'm probably gonna need in a girlfriend are good cooking skills."

"But don't you already have a girlfriend who's a good cook?" Ester flirted, sharing a knowing look with Ben.

"Yeah, I guess I do." Ben seconded the motion, the couple toasting glasses of smoothies in silent agreement.


	3. Kai

**Kai**

"How did I end up in London?" Ben asked in confusion as he looked around, seeing the familiar sights of the English city. "And what happened to Rook?"

"He's in hot water with Rayona, remember?" Kai addressed him, as confused at Ben's behavior as Ben was with her sudden presence. "You said yourself that he went home to Revonnah for a while to smooth things over."

"Riiiiight," Drawled Ben thoughtfully, trying to piece together what had happened. Last thing he remembered was fighting some new villain shattering the space-time continuum, or something, and now here he was in London. "Guess it's time to remember my mantra," He muttered. "Have time trouble, wait for Paradox."

"What was that about a paradox?" Kai asked, starting to get concerned at Ben's sudden odd behavior. "Ben, you're acting weird, more so than usual at that."

"Never mind." Ben brushed her off, trying to piece together his situation as best he could. Not being able to immediately figure anything out, he decided for a point-blank approach. "What are we here for, again?"

Regarding Ben with an odd an concerned look for a few moments, Kai pulled out a well worn map, unfolding it and shoving it right in Ben's face. "I've spent the last six weeks studying London's waterways looking for where Excalibur could have gone. You said you'd help me find it, remember?" She explained, somewhat irritated at having to explain herself again.

"Not really." Shrugged Ben, getting a stern glare from Kai in response. Realizing he needed to pacify her, or he might get a knock on the noggin, he elaborated. "I've had a really weird day today, and it involves some things that only a veteran hero could really hope to understand. You understand, right? ...Or, maybe you don't understand."

"Oh really?" Kai asked dangerously as she quirked an eyebrow. "You don't think I'm a hero in my own right? Well apparently you and Excalibur seem to differ in that opinion, since I could dislodge it from the stone, while you couldn't."

"Hang on a second!" Ben began in astonishment. "You pulled the sword from the stone?! When did that happen?!"

"Are you feeling okay?" Kai asked, getting genuinely worried. "Because I explained all this an hour ago. You know, when you first arrived here."

"There's some mumbo-jumbo going on with the space-time continuum." Ben summarized. "Don't think too much about it, you'll save yourself a big headache."

Quirking an eyebrow at the very brief explanation, Kai soon shrugged in acceptance. "Whatever, if you think you're too good to explain what's obviously a big, top-secret, superhero story, that's fine with me. Can we just get going and find Excalibur already?"

"You don't believe me, do you?" Ben asked accusingly, folding his arms in a huff.

"What's there to believe?" Kai remarked accusingly, folding her arms as well. "You're not exactly being forthcoming about whatever it is you're talking about."

"Because it requires a lot of experience with time-travel and... other time sciences to understand!" Ben defended himself, lamely hesitating near the end.

"Oh, so exactly what kind of experience do you have with time-travel that makes you qualified to understand it?" Kai snarked smugly.

"More than you have." Ben half mumbled, half protested, his defense running out of steam.

"Ooh, good comeback," Kai grinned, her victory in this juvenile contest now assured. "What's next, is the space-time continuum shattered into pieces?"

Ben was about to make a lame retort, before his expression became thoughtful. "Actually, the guy Rook and I were fighting did say something about shattering the space-time continuum, whatever that means."

"That doesn't sound good." Kai remarked nervously. "He didn't do it, did he? I mean, I think the whole universe would notice if he did."

"I think he might have, actually." Ben admitted bluntly, causing Kai's jaw to drop in shock. "But don't worry, I have a system for times like these." He said confidently.

"And that would be?" Kai asked impatiently, more than willing to put her search for Excalibur on hold if it meant saving the universe.

"Wait for Professor Paradox to show up, then just follow his lead." Ben shrugged nonchalantly, leaving Kai slack-jawed before walking off. "Now come on, weren't we going to find Excalibur, or something?"

"Sooo, you're just gonna wait for someone else to fix this?" Kai asked skeptically as she followed Ben, once again silently questioning Ben's hero credentials.

"More or less," Shrugged Ben. "Part of being a hero is knowing when you're out of your depth, and knowing when and where to ask for help. Why do you think I always work with a team?"

"I guess that makes sense." Kai admitted, internally retracting her earlier doubts about Ben's skills. She followed behind Ben for half a minute until she realized something. "Wait a second, I'm the one with the map outlining the possible areas where Excalibur could have drifted. So what do you think you're doing leading the way?" She protested.

"Oh," Realized Ben sheepishly, stopping instantly when he realized she was right. "Sooo, where are we going again?" He chuckled nervously as he gestured for Kai to lead the way.

Rolling her eyes in playful exasperation, Kai walked forward, stopping to scratch Ben's head as she did. "Not very smart are you?" She asked, causing Ben to pout. "You're just lucky you're so cute." She added, causing Ben to smile. "When you're Benwolf, that is." She tagged on, bringing back the pout.

"I told you before, it's Blitzwolfer now." Ben protested sulkily, though Kai only chuckled at his discomfort. "Can we just go now?"

"Sure, I've had my fun for now." Kai relented as she unfolded her map, which showed a complete layout of London's countless waterways, with three small areas circled in red ink. "Now then, after thorough examination of the channels, water flow, tides, and several Q&As with local fishermen and ferrymen, I've determined these three spots to be the most likely places where Excalibur drifted. Your job is to investigate these two areas, while I investigate this third one. Any questions?"

"Yeah, why do I have to search two areas, while you only need to search one?" Protested Ben. "I mean, we're doing this for you, right? So why should I have to do most of the legwork?"

"Because, unlike you, I can't turn into one of the fastest, most dangerous aquatic carnivores in the entire galaxy." Kai snarked, referring to Ripjaws. Pouting, she continued in a semi-cutesy voice. "Besides, what kind of hero would you be if you didn't help a beautiful damsel in distress with a dangerous quest?"

"Okay, one, never talk like that again. Ever." Ben scolded with comical seriousness. "Two, how is this a dangerous quest? We're just searching London's waterways. And three, you've got to be kidding if you think you can pass yourself off as a damsel in distress while you're clearly geared-up for adventure. Seriously, you said yourself that Excalibur chose you, remember?" He retorted teasingly.

"Fine, trample over six weeks of hard work so you don't have to help a girl who you're totally attracted to track down a long-lost artifact of incredible power." Kai huffed, slightly irritable at how difficult Ben was being.

"I never said I wouldn't help you." Ben huffed, pouting slightly in guilt. "But what do I get out of this?"

"You're a hero," Deadpanned Kai. "Aren't you supposed to do this kind of thing voluntarily?"

"You're thinking about the Ben before he became an official Plumber." Ben remarked as he flashed his Plumber Badge. "Don't get me wrong, I still love the hero thing, but I gotta pay the bills somehow."

"You're 16," Kai snarked. "You don't have any bills to pay, except for your obvious tab at Mr. Smoothies." Suddenly, a sly idea worked it's way into Kai's mind as her expression and tone became flirtatious. "Although, if you really want some kind of reward for helping me find Excalibur, maybe we could discuss that over dinner?"

"Homana-What-Now?!" Ben sputtered in nervous shock. "What was that about the who now?"

"Dinner?" Kai repeated seductively as she stepped deep into Ben's personal space, her chest pressing up against him, her fingers trailing up and down his arm. "Maybe some dancing? Sound good to you?"

"Um, well, I... that is the good?" Ben muttered dumbly, Kai shoving a waterproof copy of the map into his hands.

"Easy there, big dog." Kai teased as she led Ben over to a nearby bridge. "Find Excalibur first, then we have a night out on the town." With that said, she pushed Ben off the bridge, where he landed in the water with a loud splash.

Spitting water out of his mouth as he surfaced, Ben turned up to Kai with a glare, the girl only smirking in response. "Fine! We'll find Excalibur! But you'd better not throw me off of any more bridges!" Activating the Omnitrix, Ben bitterly scrolled through the playlist.

"Great, it's a date!" Kai mock-saluted Ben before running off, looking for a location closer to her search spot to jump in.

"It's not a date," Ben muttered, transforming into Ripjaws as he did so. "It's just a guy and a girl, going out for dinner and dancing. Nothing romantic about it." He growled in his guttural voice before diving into the dank river. "It's so dark down here." Ripjaws gurgled in protest, the antenna on his forehead lighting up to moment he did so. "Huh, didn't know I could do that." He remarked in surprise before his expression became thoughtful. "...Come to think of it, I didn't know I could talk underwater either. Weird, you'd think I'd notice that after all these years." Shrugging, he pulled out the map Kai had given him and held it up to his angler. "Looks like the first location should be that way." Turning to the left, he swam off as quick as a bullet.

* * *

**Later**

"Can I just start us off by saying that London's waterways are filthy?" Ben scowled as he and Kai dried themselves off, both of them having reunited near Big Ben. "Seriously, has no one is this country ever heard of recycling? Those rivers are seriously polluted."

"Right now I'm more worried about the fact that we didn't find anything." Kai sighed despondently. "I swear, I calculated everything, accounted for every variable. What could have gone wrong?" Sighing as she dropped to a kneeling position, she continued. "I guess Excalibur is just lost to the world forever."

"I wouldn't be so sure about that." Ben smirked as he activated the Omnitrix, scrolling through the selections.

"What are you getting at, Ben?" Kai asked, a thin layer of hope lining her tone.

Locking in his choice and slamming the faceplate, Ben turned into Bloxx, and without another word, extended his arms into the river. When he finally grabbed what he was reaching for, he retracted his arms with a heaving grunt, accidentally pulling too hard, and losing whatever he hauled up on the back swing. Hearing a crash and a shout off in the distance, Ben grimaced in embarrassment. "Oops, guess I put a little too much oomph into hauling that up." With that, the duo walked off, quickly tracking down where the crash had come from, only to find...

"Pakmar?!" Ben startled, noticing him weeping next to a pile of scrap metal under a big rock. "What are you doing in London?!"

Recognizing Ben's voice, even as an alien, Pakmar angrily turned to glare at him. "Trying to get away from you, Ben Tennyson! Pakmar come to new country, in hopes to start up his new hot dog stand business, in hopes that finally Ben Tennyson will stop destroying his continually replaced places of business! But it seems that even being so far away from that accursed Bellwood will not save Pakmar from the walking disaster that is Ben Tennyson!" Panting in outrage, Pakmar grabbed a piece of scrap from his hot dog cart and rushed at Ben with a loud battlecry, trying and miserably failing to beat the shapeshifting superhero into submission.

"Does this happen a lot?" Kai asked in confusion.

"Not really," Shrugged Ben nonchalantly, calming walking over to the boulder. "He usually just sticks to yelling at me." Picking up the boulder, the hot dog cart fell into even more pieces as he did so, causing Pakmar to moan in resentment. "Oops, sorry about that." Bloxx apologized halfheartedly, hoisting the boulder over his head as he did so. "We should probably get going." He whispered to Kai, who only nodded in response, pausing for only a moment to give Pakmar an uncomfortable glance before following Ben.

"So, I gotta ask. What's with the rock?" Kai questioned awkwardly once they could no longer hear the diminutive alien's moaning.

"It's not just a rock," Smirked Ben as he planted the boulder on the ground. "See anything familiar about it?" He asked as he tapped the top of the stone for emphasis, a narrow slit causing Kai's eyes to widen in surprise for a moment, before she quickly gathered herself.

"So you found the stone part of the sword in the stone." Kai deadpanned. "Big deal, I had to track that thing down myself just to start figuring out where to search for the sword. How does this help us?"

"Like this." Ben remarked slyly as he slapped the Omnitrix dial, turning into-"Blitzwolfer?! Seriously Omnitrix?! I was going for Wildmutt." He pouted bitterly, only cheering up once Kai started scratching him behind the ears.

"Aww, it's okay cutie!" Gushed Kai, happy to see her favorite alien again. "I like this form sooo much better than mangy ole' Wildmutt! Yes I do! Yes I dooooo!"

"Come on Kai, you're embarrassing me!" Ben protested, though his tone and wagging tail showed that he was clearly enjoying himself. "I'm not an animal, I'm the greatest hero in the universe."

"But you're always gonna be my little Benwolf!" Kai cooed as Ben rolled over so she could scratch his belly. "Yes you are! Yes you are!"

"You're not gonna ask me to give momma some sugar, are you?" Ben asked, half uncomfortable, half extremely comfortable.

"Only if you stay on your best behavior." Kai scolded him with a playful tap on the nose. "So why did you turn into Benwolf all of a sudden? Not that I'm complaining."

"So I could follow my nose, of course." Ben remarked as if it was obvious, before turning to sniff the stone. "And I told you before, it's Blitzwolfer now, not Benwolf."

"Let's compromise then," Kai began. "From now on, we'll both call you Benowulf, after Beowulf, one of the wielders of Excalibur."

"How about 'no'?" Snarked Ben before his stood bolt upright at attention. "I've got the scent! Hold on tight!"

"On tight to-whaaa!" Kai questioned, before Ben hauled her up onto his back, rushing off to follow the trail. "You could have given me a little warning, you know!"

"What part of 'hold on tight' is so hard to understand?" Ben remarked teasingly, keeping his eyes and nose forward at all times.

"The part where you nearly give me whiplash, you big jerk!" Kai shouted as Ben jumped and swerved through traffic.

"Keep your shorts on, we're getting close to the sword! I can feel it in my nose." Ben chided her as he scaled a building, where he proceeded to jump from one rooftop to the next.

"You do know I'm pretty good at parkour, right?!" Kai shouted over the rush of the wind.

"I know, but my way is faster!" Smirked Ben as he jumped down from the rooftops, landing on a path next to a small river, startling pedestrians as he ran with the flow of the water.

"At least tell me when we're close to the sword, you idiot!" Kai shouted, not noticing that Ben had stopped halfway through her sentence for several seconds. "Oh, I take it we're here then?" She quietly muttered, trying to ignore the smug grin on Ben's muzzle.

"You can get off my back now." Ben quipped, prompting Kai to sullenly dismount. Pointing at a nearby spot in the river, Ben added. "The trail ends right there. That's where we should find Excalibur."

"What makes you so sure?" Kai asked skeptically, ignoring the crowd they were starting to gather. "Both the sword and the stone were submerged for weeks, their scent's probably dissipated all over the river by now."

"Oh, so I guess you're not interested in getting the most famous weapon in the history of the entire planet then?" Ben said slyly. "I guess that means it's all mine then."

"Over my dead body!" Kai protested, immediately diving into the murky water.

"Sucker." Smirked Ben triumphantly. There was no way he was going back into the water after just drying off, let alone when he had dog fur, infamous for it's unpleasant odor.

Surfacing with a powerful gasp for air, Kai noticed the smug look Ben was giving her, and simply glared in response. "Laugh it up hero boy, but just look at what I've got." Kai grinned from ear to ear as she held Excalibur aloft, though if anything, this only made Ben's grin even bigger.

"C'mon Kai," Ben said as he pulled her up and out of the water. "Let's get you dried off for our date."

"It's not a date," Kai denied sourly. "It's just a guy and a girl, going out for dinner and dancing. Nothing romantic about it." Unaware she was parroting an earlier comment from Ben, she was slightly confused by how loudly he started laughing.

* * *

**Conclusion**

Later, at a local pizzeria, Ben and Kai were enjoying a large, half meat-lover, half vegetarian pizza. Oddly enough, everyone at the restaurant was keeping their distance.

"Why is everyone sitting so far away from us?" Ben asked, stuffing a large bite of meat-lover pizza into his maw. "We're not that intimidating a couple, are we?"

"I think it might have a bit more to do with the fact that you smell like a wet dog." Kai smirked before taking a more modest bite of vegetarian.

"Takes one to know one," Retorted Ben playfully. "And you're one to talk! You smell worse than I do, and you're carrying around a medieval sword! That's gonna draw some stares."

"Say the guy who's currently transformed into an alien werewolf." Kai batted her eyelashes flirtatiously at her new 'less-than-a-boyfriend, more-than-a-friend'.

"You're the one who wouldn't agree to pay for dinner if I didn't stay transformed," Blitzwolfer pouted, earning him another scratch behind the ears from Kai. "How long do I have to stay like this, anyway?"

"Until I'm satisfied." Kai said simply, punctuating her statement by eating more pizza.

Ben, unwilling to let things rest like that, decided to do something that would cement him in deep water for quite a while. Before she knew what was happening, Ben leaned forward and captured her lips with his muzzle. While Kai was initially caught off-guard by the sudden display of affection, she quickly returned the sentiment twofold, kissing Ben long and deeply, managing to catch him off-guard this time, and forcing him to fight back so as not to lose face. This back-and-forth tongue war lasted until they needed to come up for air, both of them panting for air.

Once Kai managed to catch her breath, she was quick to get the final word in. "You look so cute panting for air," She said breathlessly. "Next time though, let's do it as humans, okay? You have serious dog breath."

"Agreed." Ben panted, slapping the Omnitrix dial to change back. "So, can we have the next time right now?" He flirted.

"In a minute," Gasped Kai. "I gotta wash out my mouth."

As Kai began draining her soda, Ben folded his arms behind his head in triumph. While Excalibur may have chosen Kai, Ben felt like he was the real winner tonight.


	4. Looma & Attea

**Looma & Attea**

"Uugh, my aching head." Ben groaned as he struggled to get upright, unable to recall what it was that knocked him down in the first place. "Rook, did you get the number on that freight train that hit me?"

"You were not hit by a freight train, Ben." Rook remarked from outside Ben's filed of vision. "Although, given the current circumstance we find ourselves in, you may be wishing you had been."

"And what circumstance would that be?" Ben asked groggily as he turned over to where he heard Rook talking, his eyes opening like a flash once he noticed and processed that Rook was currently being restrained by a Tetramand and an Incursean. "Rrrriiiight, I'm guessing this has nothing to do with the guy we were fighting a few moments ago?" He asked sarcastically as he managed to get to his feet.

"You'd be correct, Beloved." An all too familiar voice spoke from behind Ben, who was now muttering to himself, silently praying that he wouldn't see who he knew he'd see once he turned around.

"Looma, Attea, what brings you two out to this neck of the galaxy?" Ben asked fearfully, the smirks on their faces making him very uncomfortable.

"You really need to ask that question, Tennyson? After all this time?" Attea remarked snidely. "Out of everything and everyone on this entire backwater planet, the only thing we'd possibly be interested in is you."

"But didn't we already settle this?" Whined Ben, his shoulders drooping in exhaustion. "We've already established that you're competent and feared enough rulers that you don't need some trophy husband to intimidate people into obeying you."

"Oh, we're already well aware that you'd only slow us down, Beloved." Looma remarked sarcastically. "The actual reason we're here is to start laying out the groundwork."

"For what, dare I ask?" Ben questioned, already activating the Omnitrix.

"Based on their cooperation, I can only assume that they are forming an alliance between the Incursean Empire, and the House of Red Wind." Rook hypothesized.

"Who asked you to comment, blue boy?!" Attea demanded in outrage.

"Is he wrong?" Ben asked sarcastically, causing Looma and Attea to stare at each other sheepishly.

"Well..." Hesitated Looma, twiddling her lower thumbs. "He's not... unright by any means."

"Unright?" Parroted Ben skeptically. "Looma, I'm not a Revonnahgander like Rook here is, and even I've gotta point out the serious grammar flaws in that sentence."

"Can we just drop the subject and get on with why we're here already?!" Attea shouted, leveling her blaster at Ben as she spoke.

"Why are you two here anyway?" Ben asked curiously, paying no mind to the blaster. "And for that matter, what do you need me for? If you're making an alliance, there's really no need to get Earth involved in it, unless you're planning to conquer it again." After a few seconds of silence, Ben realized a glaring horror in his words. "You're not here to try and conquer Earth again... are you?" He asked hesitantly.

"Not at all," Looma remarked nonchalantly. "It's just that an alliance is such a big step, and there are a lot of people in both our empires that are against the idea."

"And while I would normally just vaporize anyone stupid enough to disagree with me, Looma made a pretty good argument about ruling though both fear **and** respect." Attea elaborated. "So we eventually decided that the best way to squish any resistance with the least amount of bloodshed, much as I would like some bloodshed," She paused to pout at Looma, who quirked two skeptical eyebrows in response. "Would be a show of personal force, working together to beat the greatest hero in the universe: You."

"Well don't I just feel special," Snarked Ben. "Before we get started with this fight, I just have one last question. Last time I saw you two you were at each others throats, and now you're acting like you're best friends forever. What happened?"

"Well, it's true that we didn't get along at first," Looma explained in a gossipy tone. "But it wasn't long before we realized that we both have so much in common."

"I know, right?" Attea continued, just as gossipy as her friend. "We're both hot-headed, reckless, impulsive, confrontational, and we both have awesome fashion sense. Love the hammer, by the way."

"Aww, thank you so much!" Gushed Looma gleefully. "I really know how to accessorize, and is that a new blaster? It suits you."

"I get it, female bonding, girl power and all that." Ben cut-in before slamming down the faceplate of the Omnitrix and becoming Wildvine. "Can we start fighting before you two break out the chick flicks and ice cream?"

"With pleasure!" Growled Looma as she charged in, swinging two right hooks at Ben, who easily dodged, only to get his arm blasted off by Attea's laser gun.

"Okay, I see where this is going." Ben noted as his arm grew back. "Two-on-One, hit me from both ranges, nothing I'm not used to. But before this goes too far..." Pulling several seed pods off his back, he scattered them around, creating a large blinding smokescreen.

"Where'd he go?!" Looma shouted as she began swinging her hammer blindly through the smoke.

"Wait a second, I see something over there!" Attea shouted, firing off several blaster bolts at anything that moved.

"Ow! Watch where you're shooting!" Looma demanded angrily.

"Sorry." Attea apologized sheepishly.

"Ugh, this is getting us nowhere!" Looma grunted before the smoke suddenly parted, revealing that Looma had used her sonic clap to disperse the smokescreen. "Now where did that slippery yet highly attractive human get to?" She questioned as she looked around, seeing Ben and Rook were gone, and all that was left were the Tetramand and Incursean guard, both of them tied up in vines. "Useless idiots!"

"Good help is just so hard to find these days." Attea shook her head disapprovingly, before suddenly grinning mischievously. "Lucky for us, there's nowhere those two can run that we can't follow." Pulling out a cellphone-like device with a moving blinking light on the screen, the two Valkyrie-like women grinned in anticipation of the hunt.

* * *

**On The Run  
**

"Thank you for the quick escape Ben," Rook told his partner gratefully as the two ran through a less dense part of Undertown. "Though I can't help but think that you are going about this the wrong way."

"Well how would you have me go about it?" Ben protested as they turned down an alley, dropping some seeds which sprouted into a wall of vines as they did so. "In case you haven't noticed, those two are really dangerous on their own, and a nightmare together. And now they're both focused, and trying to kill me."

"You are the one they both fell in love with," Rook pointed out. "Do you not think you can use that to your advantage somehow?"

"Even if I knew how to, I wouldn't." Ben scowled bitterly. "Do you have any idea how dangerous a love triangle can be? Especially if the two girls in the equation are dangerous alien warlords. Besides, last I checked, those two kinda hated me."

"Well, regardless of what course of action you decide on, I am afraid you will have to do it without my assistance." Rook apologized.

"What?!" Exclaimed Ben as he skidded to a halt, Rook doing the same. "You're abandoning me when I could use your help the most?! I thought we were supposed to be partners here!"

"Believe me Ben, I truly wish that I could help," Explained Rook, trying to placate his friend. "However, Looma and Attea have said that their alliance hinges on defeating you specifically. If I assist you, some of their followers may see the battle as having been unfair, and use it as grounds to follow the alliance regardless of the actual outcome. The very idea of two such powerful empires as theirs forming an alliance is cause for panic, and our best chance to prevent it is for you to beat them on your own, thus beating them on their terms, and forcing them to show weakness."

"Okay, I guess you have a point there." Relented Ben before changing back to normal. "Still, just to be on the safe side, you should probably report back to Grandpa Max. Tell him what's going on here," Pausing to think, he added. "And while you're at it, try to figure out what happened to that guy we were fighting before this whole mess happened."

"Duly noted," Rook nodded, shaking Ben's hand before turning to run. "And try to keep those two away from heavily populated areas! A rampaging Tetramand and Incursean is a recipe for disaster no matter the location!"

"You don't need to tell me twice." Ben muttered as he activated the Omnitrix, flinching as an explosion went off behind him. "Don't tell me." He groaned as he turned around, see a dust cloud where the wall of vines once was. As Looma and Attea emerged from the dust, Ben's shoulders slumped. "Of course I couldn't just run and hide, it's never that easy." Rapidly riffling through the playlist of the Omnitrix, he mentally crossed his fingers and hoped for the best, slapping down the faceplate and turning into Crashhopper. "Seriously Omnitrix? Attea is a frog, and Looma can jump as high as Crashhopper any day." Seeing the warrior women charging at him, Ben decided to take what he could get and jumped rapidly from rooftop to rooftop, hoping to get some distance between him and his pursuers as soon as possible.

"He thinks he can run, how cute." Attea smirked before she and Looma began jumping up to the rooftops, staying hot on Ben's heels. "Let's see if you can run from this, Tennyson." She said as she took aim with her gun, firing off shot after shot, each only only barely missing. "Hold still you big bug!"

"Yeah, I'm thinking no." Ben denied, pouncing back at the two girls, ramming headfirst into Attea's gut, sending her reeling as he ricocheted down to ground level. "Tag, you're it!" He smirked before jumping up to the highest rooftops, bouncing between buildings, building up momentum before rebounding into Looma's face, sending her sprawling over Attea, injuring the Incursion even further. "Oh, that's gonna leave a mark!" He snickered before bouncing away.

"Get off of me!" Attea demanded as she kicked Looma away. "Where'd that slippery morsel get to?"

"You're the one with the tracking device, aren't you?" Looma remarked bitterly, rubbing her side that was sore from the kick. "You figure it out!"

"Oh, right." Remembered Attea sheepishly as she pulled out the tracker. "Let's see here... He's heading that way, fast!" Running off in the direction she pointed, the dangerous duo was on the warpath now more than ever.

* * *

**More On The Run  
**

"This isn't good," Chashhopper remarked as he jumped from one rooftop to the next. "There are just too many people around to get into a fight right now. Gotta find somewhere I can really cut loose." Just as he was midjump however, he was knocked out of the air by a blaster bolt, and sent hurtling into a nearby building off the beaten path. "Ow." He grunted before changing back, getting upright in the rubble and dusting himself off. "I don't even need to ask where that came from."

"BEN TENNYSON!" Pakmar shouted in outrage. "Again I try to rebuild my business ventures, and again you destroy them! Pakmar thought starting an explosive shop would keep Ben Tennyson away, but you keep trying Pakmar's patience!"

"Just my luck, this is your shop." Groaned Ben, rolling his eyes at Pakmar. Suddenly, his eyes went wide in shock as the short alien's words sunk in. "Wait a second, did you say explosive shop!?" He panicked as he rapidly looked around, seeing a wide array of bombs, missiles, warheads, and other assorted explosives. "Why in the world would you start a shop like this?!"

"So you won't try and go crazy in my shop for once!" Pakmar explained, as if that logic made perfect sense. "With so many dangerous things lying about, no one would be crazy enough to try and wreck Pakmar's new place!" Suddenly, the back wall of Pakmar's shop exploded inwards, revealing Looma and Attea standing in the dust cloud.

"What about a pair of angry Incursean and Tetramand women?" Questioned Ben sternly as he quickly cycled through the Omnitrix. "Would they be crazy enough to try it?"

"Clearly Pakmar did not think this through." Pakmar muttered nervously.

"Alright Tennyson!" Grinned Attea maniacally. "Nowhere for you to run now!"

"Uhh, Attea?" Looma muttered hesitantly as she tapped her friend on the shoulder, drawing her attention to all the high powered explosives lying around, as well as the fact that a few stray sparks from the explosion has landed on the fuse of a dynamite stick.

"Oh, fribbit..." Cursed Attea in bitter resignation.

***KA-BOOM!***

Out of the large explosion, a large yellow ball and soot covered mass were sent flying into a vacant lot. The yellow sphere opened to reveal Cannonbolt carrying Pakmar, while the soot covered mass dusted itself off, revealing that a groggy Looma had shielded an equally groggy Attea. All parties looked worse for the wear, but Ben still looked pretty fresh, while Looma and Attea were both struggling to stay upright, and Pakmar was just plain unconscious from motion sickness.

"You two ready for another round?" Ben smirked as he rolled his shoulders. "Because I'm still raring and ready to go!"

"How dare you ruin my outfit!" Looma shouted, referring to the many tears in her unitard. "Just look at this! Do you have any idea how hard it is to find Tetramand clothes in such a petite size?!"

"That's petite?" Ben muttered under his breath, quirking an eyebrow as he scratched his head in confusion. Then he remembered how big most Tetramands were, and realized she had a point.

"And just look at these cracks in my goggles!" Attea raged. "The rest of my outfit is easy enough to replace, but these things are custom-made, with built in infrared, ultraviolet, Geiger counter, and night-vision! They don't come cheep, ya know!"

"You two are the ones who blew up the shop in the first place." Ben pointed out. "I'm just lucky I got the alien I wanted for once."

"You are so dead Tennyson!" Attea shouted as she pulled out a shotgun shaped blaster, Looma charging up her hammer at the same time.

"Uh-oh," Muttered Ben as he held his arms up, not only blocking the incoming double shot, but also sending it back where it came from, knocking the two alien women off their feet, and into blissful unconsciousness. "Is it finally over?" Ben asked hopefully, only for a cloud of green gas to float by, prompting a sense of wooziness to take over, sending him to la-la-land just like everyone else in the clearing. With the hero, his adversaries for the day, and a random failing entrepreneur unconscious, large four armed figures and humanoid figures with slightly oversized heads, both wearing haz-mat suits, approached the prone forms of the four.

* * *

**Later  
**

"Why do I smell Grandpa's cooking?" Muttered Ben as he struggled to open his eyes.

"I know you are not too fond Magister Tennyson's cooking," A voice Ben barely recognized as Rook's sounded from outside his vision. "However, I do not believe the knock out gas used on you is akin to any of the delicacies I have ever seen him cooking."

"Knock out gas, that figures." Ben mumbled as he rubbed his head and righted himself. Once he did, the first thing he noticed was that his clothes had been changed. "Why am I wearing a tux?"

"I could tell you," Rook began hesitantly. "But you would have to promise not to 'freak out' as it were."

"Why would I freak out?" Ben asked curiously, until he started hearing organ music, and his peripheral vision kicked in. Noticing that he was in a church, many of his friends and family were seated in the pews, and Incurseans and Tetramands were also sitting along with them. "Rook," He began hesitantly. "Please don't tell me that this is a wedding."

"Very well, I will not tell you." Rook deadpanned in a futile attempt to make light of the situation.

Just as Ben was about to voice his complaints however, he noticed two distinct figures walking down the aisle. One was Attea, and the other Looma, both of whom were dressed in custom-made Earth weddings gowns. In the back of his mind, Ben had to admit that they were both very attractive, but he was mostly focused on trying to figure out what had led to this.

"Rook, what is going on here?!" He hissed at his partner, who was apparently being forced to act as the best man. "Why am I getting married to Looma **and **Attea!?"

"Apparently, this is Plan B for their alliance," Rook began explaining, trying to stay as calm and quiet as possible. "If a show of their personal strength failed to gain the respect necessary for the alliance to work, they would resort to a political marriage instead, with you acting as their joint husband."

"And my family is okay with this?!" Ben hissed, getting more and more nervous as Looma and Attea slowly walked down the aisle. "Mom, Dad, Grandpa, Gwen! I'd ask about Kevin too, but he's probably laughing his head off right now."

"Actually, he is doing a very good job of restraining himself." Rook whispered, subtly pointing at the half-Osmosian, who was clutching his sides, both to restrain his laughter, and in pain from all the times Gwen had ribbed him recently.

"Whatever, I'll deal with him later." Muttered Ben. "Now how am I supposed to get out of this?"

"Honestly, you are not." Rook whispered apologetically. "Looma and Attea will eventually form an alliance regardless of outside circumstances. This way however, Earth will be included in the alliance as well, promoting a great deal of stability in the alliance, and preventing many worlds from being invaded by Incurseans in the future."

"Just my luck." Pouted Ben just as Looma and Attea arrived at either side of him.

* * *

**Conclusion**

The wedding went off without a hitch, which is exactly what Ben didn't want. Honestly, he'd rather have to take on Vilgax about 100 times than have to go through with the wedding. Still, things could have been worse; at least Looma and Attea were surprisingly good kissers, Looma having a strong tongue, while Attea's was very flexible. They also hadn't insisted on having him stay as a Tetramand or Incursean all the time, so there was that bit of good news.

"Ready for the honeymoon, Beloved?" Looma asked happily as they got into the limo, the Tetramand latching to his side all the while.

"Ready as I'll ever be." Ben muttered sarcastically, Attea latching onto his other side the moment they got in.

"Quit complaining, handsome," Attea teased. "We know you don't exactly like all of this, but you'll get used to it, or else." She added sternly.

While Ben was tempted to ask 'or else what?' he knew that would be tantamount to a death sentence, she he wisely kept his mouth shut.

"Just think, Beloved," Looma gushed as she leaned her head on Ben's shoulder, pressing her chest against her new husband's body as she did. "With our three races united by our matrimony, there is nothing we won't be able to accomplish!" As the driver pulled the limo away, something occurred to her. "By the way, how many kids do you think we should have?"

"I... honestly don't have an opinion on that right now." Ben uttered fearfully, already dreading the idea.

"We'll figure that out eventually cutie." Attea reassured him as she nuzzled her face against his. "In the meantime though, why don't we watch the news?" She smirked as she turned on a TV mounted on the ceiling of the limo. What Ben saw on-screen, made his laugh until his sides hurt.

"Oh man!" Guffawed Ben once he managed to collect himself. "How did you two know?!"

"I figured after the way he celebrated once daddy sent you flying into space, you'd enjoy his torment as much as possible." Attea explained before the camera panned to reveal Will Harangue on TV, running for his life from a collection of alien predators. "FYI, this is on cable, so everyone on the planet will get to see it."

"Okay, maybe I misjudged you two," Ben admitted, slinging an arm around each girl. "Maybe the married life really is for me, after all."

"Glad to hear it, Beloved." Looma whispered seductively. "Because once we get to this Hawaii place the people of your planet recommend so much, we're going to enjoy ourselves, very, very much."

"Oh yeah," Attea growled eagerly, striking a new sense of fear into Ben. "Get ready lover-boy, because this is going to be a week you'll never forget, no matter how hard you try."

"Hehe, lucky me." Grimaced Ben as the space-limo flew away into the sky, the severe shaking indicating that Looma and Attea were getting an early start on the honeymoon.


	5. Helen

**Helen**

"How did we get back to Plumber HQ?" Ben asked Rook in confusion.

"I am uncertain," Rook responded, just as confused as his partner. "Last I recall, we were combating a cyborg who was in the midst of shattering the space-time continuum, yet now, here we are."

"Some weird time stuff is definitely going on here," Ben muttered suspiciously, before calmly shrugging and walking off. "Oh well, Paradox will show up again when it's important, so I think we'll be fine."

"A somewhat lazy form of logic," Rook protested as he followed after Ben. "What guarantee do you have that Paradox will have the answer?"

"None whatsoever." Shrugged Ben, causing Rook to glare at him. "I just need him to explain the facts, after that I usually figure things out on my own. Funny how life works like that sometimes."

"No, what is truly funny is how you have made it this far." Rook deadpanned disapprovingly.

"Years of personal experience with all things alien, supernatural, or otherwise unusual." Ben smirked, managing to get an equally good natured grin out of his partner. Suddenly, the two were interrupted by a blue blur that went flying by them, stirring up a strong wind in its' wake. "And speaking of things otherwise unusual..." Ben remarked, quickly turning into XLR8. "Try your best to keep up, Rook." He spoke rapidly before racing off after whoever just ran past them, leaving an equally blue blur in his wake.

"And just how am I supposed to keep up with someone going several hundred kilometers per hour?" Rook asked rhetorically, walking off in the general direction Ben had gone, hoping to find at least some trace of him to track.

* * *

**1 Second Later**

"And this is where the tailwind ends." Ben hissed as he arrived outside a janitor's closet. "Huh, wonder why someone would hold up in one of these." He thought aloud before knocking on the door.

"Go away." A meek and miserable sounding voice said. "Just leave me alone, whoever you are."

"Yeaaahh, something tells me that's not the best idea." Ben remarked, trying and failing to open the locked and barred door. Not one to give up, he slapped the Omnitrix to become Big Chill. "Now let's see what's behind door number 1." He joked as he walked through the door, the occupant of the closet a female Kineceleran curled into a fetal position and crying. "Helen, is that you?"

"Ben," Muttered Helen as she looked up to see him, her eyes streaked with tears. "Just my luck that the one person on the base who can keep up with me and phase through solid objects notices."

"Notices what, dare I ask?" He asked, taking a seat next to the alien hybrid.

"It's nothing," Denied Helen halfheartedly. "I'm just... thinking about things."

"Must be some pretty important things if you can ignore the stench of dirty mops and assorted cleaner fluid." Ben snarked, pinching his nonexistent nose for emphasis.

"I said it's nothing, now just leave!" She demanded sourly, turning away from Ben.

Staring at Helen in deep thought for several seconds, Ben suddenly had a eureka moment, but not a pleasant one. "Let me guess, this is about Pierce isn't it?" Judging by the sudden hitch in her breath, he'd hit the nail the head.

"How did you know?" Helen whimpered, a frightened shiver coursing through her system.

"I've seen you act like this before." Ben explained calmly. "Maybe not as pronounced, but enough to know the signs and how to connect the dots. Back when we first met and you thought he'd been killed by the Null Void Projector, you looked broken on the inside. When you found out that the Forever Knights had actually... well... you know..." He trailed off, not certain how to continue. Seeing Helen's sobbing only getting worse, Ben panicked and tried to backpedal. "I mean, I know if someone in my family died, I'd be feeling just as bad as you are right now, but you really can't let-"

"You don't understand Ben!" Helen hissed angrily. "How could you possibly understand?! Nobody as close to you as Pierce was to me has ever died, least of all twice!" Helen was picking up steam, and Ben knew he couldn't do anything but sit back and take her tirade. "I thought my brother was DEAD after falling into the Null Void Projector! Once I learned it was actually a portal, and that Pierce was still alive in there, I actually thought things would go back to normal for us! We'd go out, save whatever corner of the galaxy we were in from certain doom, then go home for dinner! But NO! Barely a year after I get my brother back, those Forever Knight MONSTERS have to go and MURDER him!" Abruptly, Helen's voice ratcheted up to a much higher volume. "No Null Void this time! No hope of getting my brother back again! Just a cold, lifeless corpse, cut down forever in the prime of his life! He never even stood a chance! NEVER! Never! Nev... nev..." She trailed off quietly, tears welling up in her eyes.

"Um, do you need a moment or something?" Ben asked nervously, prepared to phase out of there if he had to. What he wasn't prepared for, was Helen flinging herself at Ben, and crying into his shoulder. "Or... maybe a shoulder to cry on?" He said uncertainly, hesitantly patting her on the back. "There, there, I'm here for you. Things are going to get better, somehow."

"Yeah, they are." Whispered Helen, a sudden cold steel in her voice that wasn't there before. "Because now I have the chance to get even."

"What was that?" Ben asked nervously, her words sounding a bit too final for his taste.

Pulling away from him, Helen pulled out her badge used it to project a holographic spreadsheet. "I've spent the past few months dedicating the majority of my available time and resources to tracking down the remnants of the Forever Knights. I know what their recent activities have been, where they've been sighted, who's in charge now, an estimation of their remaining numbers, and even their base of operations."

"Trying to destroy all aliens on Earth, steal Excalibur, and generally cause mayhem in for local aliens, Undertown and London, Joseph Chadwick, about four or five, and I haven't got a clue." Ben deadpanned, earning a befuddled stare from Helen. "What? I thought we were comparing notes, and I didn't know whether or not to count the robot ninja as an actual member."

"You get around a lot, don't you?" Helen deadpanned as she stood up.

"Pretty much." Ben shrugged as he got up as well, turning back to normal in a flash of green light. "I had no idea where they were based though. Great job there Helen, let's go report this to Grandpa Max."

"No." Helen said firmly, instantly blocking the door. "I'm handling this my way."

"I'm not liking that look on your face, Helen." Ben noted skeptically. "That's the look people usually get before they start breaking all the rules to go off on a bloodthirsty vendetta."

"Maybe that's because I'm about to go off on a bloodthirsty vendetta." Helen scowled grabbing Ben by the collar of his shirt and backing him up against the wall. "Maybe that's what these people deserve. I tried to ask Manny for help, I thought he'd understand, I thought he'd be on my side. But no, all he could do was try and rat me out to Max, so I had to give him a little down time."

"What did you do to him!?" Panicked Ben, fearing that his hybrid friend had gone off the deep end.

"Don't worry, I just hit him with some knockout gas. He'll wake up no worse for the wear in a few hours." Helen reassured him, causing Ben to release a breath he didn't know he'd been holding. "Now am I gonna have to do the same with you, or do you plan to button your yap and let me do what I need to do?" She hissed, her glare promising something slow and painful if he didn't comply.

To his credit, Ben was surprisingly calm about all this talk of bloody revenge. He'd seen a lot of people go kinda crazy over payback over the years, and she wasn't nearly as scary as Kevin back in his villain days. Still, he couldn't just leave her to her own devices. While Ben knew Helen would be more than a match for Morton and the Twins, Chadwick was now a super strong mutant, and the Forever Ninja was one of the most dangerous robots he'd ever seen, outclassing even Techadons with the insane agility, maneuverability, and weapons it had. Then there was the morality of the whole issue; while Ben was usually fine with his enemies dying, and didn't even hesitate when killing the likes of Malware and Ghostfreak, the Forever Knights had gone so far downhill as a threat that jail alone was more than enough for what little was left. So, he did the only thing he could think of.

"I'm not gonna rat you out, I just want to know if you still need that help you mentioned earlier." Ben smiled, trying to look as nonthreatening as possible.

Blatant shock appearing across her face, Helen asked. "You want to help me get revenge on the Forever Knights? You do realize this is going to involve killing them, right? Isn't that a little more gung-ho than you're used to?" Her confusion soon gave way to suspicion, as questions for Ben's out of character behavior shot through her mind. "What's your game here, Ben? Are you doing that thing where you pretend to play along with my plans for revenge, but then subtly manipulate me into deciding that it's not worth it, or that I'm better than that or something? Because let me just say right now that it **is** worth it, and I am **not** better than that, so if you think for one second that I'm going to just let this flow down the river like some Buddhist monk or something-!"

"Helen, relax, you're being paranoid." Ben gripped her shoulders tightly. "Look, I know what it's like to go out for revenge, I've done it myself a few times, and TV is wrong about revenge, it does feel good." Helen looked amazed at Ben's casual admittance, and he just went on. "And even if I was doing this just to try and talk you out of it on the road, whether you like it or not, you can't take out what's left of the Forever Knights by yourself. Chadwick's a giant gorilla mutant now, and they still have the robot ninja. And really, you know me Helen, when have I ever been subtle?"

"True enough," Admitted Helen grudgingly. "Alright, you can come with, but leave Rook out of it! He's a little too straight-laced for something like this."

"For something like what, exactly?" Rook asked suspiciously, his appearance in the doorway catching Ben and Helen off-guard. "Ben, exactly what clearly unsavory activity is Helen attempting to involve you in?"

"Uhhh," Hesitated Ben as he searched through the Omnitrix. "If I told you Helen and I were going out to help her take out the Forever Knights for good, would you be nice enough to come with us?"

"I would say that it is an incredibly bad idea that goes against much of what I was taught in the Plumbers Academy." Rook deadpanned.

"They killed her brother." Ben added, hoping it would change Rook's mind.

"We are better than resorting to murder, Ben." Rook scolded.

"This is a waste of time, Ben." Helen remarked angrily, pulling a capsule from her belt as she did so.

"Hold on a second, Helen." Ben held his hands up in a calming motion. "Let's see if we can't make Rook see reason."

Scowling, Helen glared at Ben for several seconds, making him very uncomfortable. Eventually, Helen's face softened very slightly. "You have five minutes." She said strictly.

"I think I can work with that." Ben smiled, pulling out his badge and hitting a number on speed dial.

* * *

**Undertown**

"I still do not understand how you convinced that judge to make a death sentence ruling for Chadwick so quickly." Rook pouted as he drove the Proto-TRUK through Undertown, bitter about having been backed into a political corner. "Nor do I understand why you would take such a stance. You are normally so relaxed in enforcing the law, yet now you are acting more ruthless than ever. I have not seen you so aggressive since Malware."

"For a given definition of aggressive, anyway." Helen remarked skeptically as she raised an eyebrow at Ben, who was calmly sipping a smoothie without a care in the world.

"Look, when you've been a hero as long as I have, you learn not to show your anger." Ben shrugged, punctuating his sentence with a big sip of his drink. "Besides, I didn't even have to really do anything. After I explained to the judge that their crimes included several accounts of attempted genocide, he couldn't slam that gavel fast enough. Because, let's be honest here, not even Vilgax is that evil, not to mention he knows all the loopholes." He grumbled towards the end.

"I am just stating, for the record, that I do not approve of these dishonest methods." Rook shook his head disapprovingly as he turned down a back road.

"Welcome to the hard part of the hero gig, Rook." Sighed Ben, looking at himself in the rear-view mirror with a noticeable hint of self-loathing. "Sometimes you gotta break some spines to keep the peace." Rook and Helen suddenly turned to Ben in shock and a bit of fear, quite unsettled by his words.

"That... was incredibly morbid." Rook winced.

"Yeah, I'm the one who wants to kill this guy, and even I'm a little scared by what you just said." Helen awkwardly shuffled away from Ben.

"Sorry, sorry, my bad." Ben apologized sheepishly. "Honestly, it was one of those things that sounds a lot better in your head because you have more experience with this kind of thing, and it seems kinda normal to you, but then you say it and..." He trailed off, clearly just as uncomfortable with the situation as the other two were.

The silence in the Proto-TRUK was overpowering, going on for at least a minute. There was much nervous shuffling, a few bouts of itchiness, and Helen even faked a cough just to have something else to do. Eventually, they arrived at their destination, which was actually a few blocks from the hideout of the remnants of the Forever Knights. The moment they were out of the TRUK, Rook spoke.

"I have been studying Earth culture for quite some time, and I believe an appropriate quote used by many characters in fiction for times like these, is 'let us never speak of this again'."

"Agreed." Ben and Helen nodded in unison, Ben activating the Omnitrix and turning into Armodrillo, while Helen pulled out a blaster.

"Let's get this done as quick as possible," Ben grunted as he started digging a tunnel. "You said their base was underground, right Helen?"

"Yeah, it shouldn't be too far from here." She nodded as she jumped down into the tunnel.

"Technically, all of Undertown is underground," Rook noted as he jumped in as well. "We are simply digging further underground."

"Don't get all technical on me, buddy." Ben grunted as he hit a hard spot. "I'm gonna need you to be as focused as possible here." Digging around the obstruction, Ben uncovered a large wall of metal. "Because even though the Forever Knights are down, it doesn't mean they're out." Punctuating his sentence by drilling a hole in the metal, he shoved both hands through the hole and ripped the entire wall down. Seeing Morton and the Twins startled off the couch they were lounging on by their sudden entrance, Ben smirked underneath his natural armor. "Knock knock, room service!" Rearing back his arm, he threw a chunk of metal at Morton, knocking him into a wall.

"Out of my way!" Helen demanded as she charged in between the Twins, sending them flying to opposite ends of the room.

"Helen, wait!" Rook called out, only to be intercepted by the sudden arrival of the Forever Ninja. "I do not suppose you will give yourself up and let me pass without trouble." He remarked in a halfhearted attempt at sarcasm as he converted the Proto-Tool into a short sword, the two of them quickly coming to blows. "Ben! Try to catch up with Helen! Chadwick is too powerful for her to defeat on her own!"

"You don't need to tell me twice." Ben remarked as he lumbered after the Kineceleran hybrid, only to be blocked by Morton and the Twins. "Didn't we already beat you three up?"

"It'll take more than one strike to fell a loyal member of the Forever Knights!" Morton declared as he swung his sword as Ben, who easily blocked the strike.

"Dude, get serious here." Grimaced Ben in disappointment as he effortlessly parried one strike after another. "I'll bet none of the weapons you have in this broken down secret base can even scratch Armodrillo's armor. Do we really have to do this old song and dance? Because I have a friend that kinda needs my help with some personal issues."

"Boast while you can, but we have prepared for your inevitable attempts to storm our new, albeit unorthodox castle." Morton boasted as the Twins pulled a pair of alien Gatling gun turrets from the walls.

"This suddenly got a whole lot less easy." Ben winced as the Twins opened fire, quickly driving Ben into a corner.

"Now what was that about the old song and dance?" Morton grinned as he reached between the sofa cushions and pulled out a rocket launcher.

"Uh, I don't suppose that's just a medieval TV remote?" Ben asked hopefully, even as the barrage of laser bolts continued.

"No." Morton said maliciously as he fired, the rocket reaching Ben in less than a second.

"Ben!" Cried Rook, momentarily distracted from his fight in concern, nearly letting the Forever Ninja land a blow. Suddenly, the ground beneath the robot ninja collapsed. A green light flashed from the hole, there was sounds of a skirmish, and the Forever Ninja leaped out of them hole, showing no signs of having fallen into a pitfall.

"What just happened?" Morton asked in confusion, drawing the Forever Ninja's attention, and surprisingly it's attack as well. "Treason!" Morton cried as he and the Twins struggled to keep up with their own weapon turning on them.

Back near the hole however, Rook was looking very satisfied and not at all shocked at the events playing out before him. "Ben, what did you do?" He asked the hole slyly, completely unfazed by Jury Rigg emerging from it.

"What does it look like, bub? I reprogrammed it! Gaha! Gahahahaha!" He chuckled maniacally and he wrung his hands.

"Nicely done, Ben." Rook noted proudly, the organic Forever Knights quickly losing ground against their hacked former ally. "Tell me, did you accomplish this by reversing the friend-or-foe recognition software, or by swapping out the fine control functions for the remote manual override?"

Blinking at Rook dully a few times, Ben shrugged nonchalantly. "I have absolutely no idea what you just said or what I just did! Gaha! Gahahahaha!"

"Of course you do not," Sighed Rook, though clearly he wasn't upset by this. "Should we begin searching for Helen before she comes across Chadwick? Speed is fine for many situations, but even you needed help to defeat him before."

"I don't think we need to worry too much about finding King Kong," Ben smirked as he pulled out a makeshift mechanical device. "Because with this communicator I ripped out of the robot and fiddled around with, I can make him come to us!" Pressing a button on the device, he began speaking into it. "Paging Mr. Monkey-Face! Paging Mr. Monkey-Face! Please report to the big gaping hole in the side of your secret underground base! Oh, and bring some chili fries, I'm starving!" Smashing the device on the ground and dancing on the pieces for a moment, he turned to Rook. "So, do you think he'll go for it?"

As if the answer his question, the ceiling just behind Ben caved-in, the massive frame of Chadwick looming over Ben's puny transformation menacingly. "Oh, he'll go for it, alright." Chadwick growled as he moved to throttle Ben and Rook, both of whom quickly split-up and ran to opposite ends of the room.

"My lordship!" Morton called to the last Forever King, barely able to hold off the Forever Ninja on his own, the Twins having been beaten into submission already. "There is one more in their ranks! A blue maiden who runs like the wind-oof!" He was cut off violently by a blow to the back of the head.

Standing atop the unconscious knight, Helen glared hatefully at Chadwick. "I'm no maiden, I'm a Plumber."

"As if that matters to me!" Scoffed Chadwick as he cracked his knuckles. "You shall all pay for invading my castle!" Before he could strike however, a pie fell on his head, sending a wave of stunned silence through the room. "Who dares?" Growled Chadwick as he looked up, only to get another pie to the face.

"Pakmar dares, you hairy, shop wrecking, Earth circus thing!" Pakmar shouted as he continued throwing pies from his new pie shop. "Take that, and that, and that!"

"Pakmar! Throwing pies at the giant ape monster guy is a **really** bad idea!" Ben shouted at him as he modified the Gatling gun turrets.

"Ben Tennyson! Pakmar should have known you were involved in this!" He exploded as he threw a cherry pie at Ben, who happily licked it off his face before getting back to work. "Hey! You are not supposed to eat the pies Pakmar throws at you in anger! You are supposed to tremble in fear! And pay for that pie while you're trembling in fear!"

"Hey! What do you think you're doing with those!?" Chadwick demanded angrily after wiping the pie from his face, only to be blasted in the back by the rocket launcher Morton used earlier.

"It doesn't matter what he's doing with them," Hissed Helen as she began loading another rocket. "Because you're not going to be around long enough to find out, murderer!" Pulling the trigger, the rocket quickly found it's mark square in the center of Chadwick's torso, sending him flying into the wall.

"A little much, don'tcha think Helen?" Ben remarked as he put the finishing touches on his modifications, the two turrets now a large jetpack and two hand cannons. "What, this? Just a little something a rigged up in my spare time! Gaha! Gahahaha!" He laughed manically as he opened fire on Chadwick, every shot that hit shaking the room slightly.

As Ben fired like crazy, Helen switched from a rocket launcher to rapid physical assault, and the Forever Ninja joined in with a barrage of explosive kunai, Rook noticed that there was a lot of rubble falling from the walls and ceiling. "Ben! Helen! A moment of your time!?"

"A little busy here!" Helen replied as she dodged a punch from Chadwick, his fist slamming hard into the ground. "Can we do this later?"

"Perhaps you did not notice, but unless we leave this base immediately, there may not be a later!" Rook rebuked loudly, his voice barely carrying over the noise of the tremors now reverberating through the cavern.

"Uh-oh." Muttered Ben as he swooped down and plucked Helen into the air.

"What are you doing?!" Helen struggled as Ben flew through the hole they'd entered from, Rook following right behind. "The job isn't done yet! We can't just leave!"

"Maybe you didn't notice, but that whole place was coming down around us!" Ben pointed out as they reached the surface, the tunnel and the pie shop over the secret base collapsing behind them. However, the moment she was let down, Helen bopped Jury Rigg on his big nose. "OW! What was that for?! Did you not just see me saving your life?!"

"He probably survived that cave-in!" Helen growled. "He had an escape pod ready for a getaway at any time! It was close enough that there's no way he couldn't have gotten to it! Cockroaches like him always manage to survive! And now I'm back to square one!"

"Well excuse me for being the hero!" Huffed Ben as he folded his arms and turned up his nose in disgust. "Next time I'll just leave you in the cave-in then!"

"Ben! Wait, I-" Helen paused, not sure whether she wanted to stand by what she said or backpedal. Quickly, she made up her mind, crouching down to place her hand on Ben's shoulder. "You're right Ben," She sighed. "I was so focused on revenge that I guess blinded myself to everything else around me. Don't get me wrong, I still want to kill every last Forever Knight with every fiber of my being, and given half a chance I'll take it, but I shouldn't let that get the better of me. It was wrong of me to be so reckless, and it was wrong of me to put revenge before my friends." Shuffling about on her feet for a whole minute, which was a near eternity for a Kineceleran, Helen took a deep breath and swallowed her pride. "I guess what I'm trying to say is... I'm sorry."

Glancing over his shoulder, Ben's pout quickly turned into a toothy grin, before he changed back to normal. "Alright, I think you've learned your lesson. Hasn't she, Rook?"

"I agree." The Revonnahgander nodded, causing Helen to quirk an eyebrow in confusion. "Though I must say Ben, your acting could use some work."

"Everyone's a critic." Sighed Ben as he threw his hands up in frustration.

"Wait a second, wait a second!" Helen held her hands up before rubbing her temples. "Are you saying that this whole thing, everything we've done here today, has just been some kind of act? Like that time in the satellite?"

"Well, not everything was an act," Rook admitted. "We really were fighting the Forever Knights."

"And the Forever Knights really are wanted Dead or Alive," Ben added. "It's just that we didn't really have anything to do with that."

"And you really did destroy Pakmar's shop, AGAIN!" Pakmar exploded as he kicked Ben in the shin, barely causing him to wince in pain.

"You, go away!" Helen demanded as she scooped Pakmar up, ran away for five seconds, and came back empty handed. "So... this whole thing was just a setup? Everything I've done today was all part of some act to teach me a lesson?"

"Well..." Hesitated Ben as she shared a sheepish look with Rook. "Not everything. We only found out about all this and made up this plan after I found you in that closet."

"Wait a second," Helen began nervously. "If everything before that wasn't part of some script, then that means I really..." Rushing off in a blur, Rook could only look to Ben with a questioningly.

"I'll tell you on the way back to HQ, Rook." Ben sighed as he went to the Proto-TRUK, the Forever Ninja still loyally following it's new master.

"Uhh, Ben?" Rook began nervously, causing Ben to turn around and see his new shadow. At first he looked puzzled and shocked, but that quickly gave way to an excited smirk.

"Hey, do you think I could reprogram him to be my butler?" Ben asked excitedly, causing Rook to roll his eyes in a mixture of exasperation and playfulness.

* * *

**Conclusion**

It was dark outside before Ben returned home, the teen hero taking his time to slowly stroll along the sidewalk when Helen showed up.

"Finally found you," She breathed a sigh of relief. "I was worried when I heard Max had called you in after he finished chewing me out for what we did today. Was he as strict with you as he was with me?" She asked nervously, the scolding she'd gotten still fresh in her ears.

"Grandpa? Nah, he's totally cool with what I did today. He understands that sometimes a leader needs to make tough calls." He reassured her, before his expression turned mopey. "But he said he had to tell my parents about what I did, so now I'm grounded. No car, no Mr. Smoothies, just school and hero duty for the next three months."

"Ooh, sorry about that!" Winced Helen, knowing how much Mr. Smoothies meant to him. "I got six months probation for knocking out Manny and going all loose cannon for awhile, and all that really amounts to is a lot of desk work. Anything I can do to help?"

"I'm good," Shrugged Ben. "It's enough that I've got a new robot butler that's also part ninja. Anyway, speaking of Manny, how did he take being knocked out for awhile?"

"Not so good," Sighed Helen as she rubbed her helmet. "He's being all pouty now, and he's probably gonna be that way for awhile. Still, I've seen him get angrier before. He'll mope and while about it for a few weeks, and then everything goes back to normal..." She hesitated as she looked away. "Well, almost normal anyway."

"What do you mean?" Ben asked in confusion.

"Well... promise you won't freak out?" Helen asked as she bashfully twiddled her thumbs.

"Helen, I'm the greatest hero in the universe!" Ben boasted. "I highly doubt there's anything that can make me freak out."

"If you say so..." Helen said in a sing-song voice before leaning forward and placing a quick kiss of Ben's cheek, making him quickly turn a very nice shade of red.

"What in the what now?!" Ben floundered on his feet as he tried to process what just happened.

"Sorry if that was too sudden," Helen apologized. "It's just that, when Manny said he was against taking revenge, no matter how much he'd been hurt, it just showed how different we've become. There might have been something there before, or at least there could have been. But between that bit of broken trust with the knockout gas, how we're clashing about how far to take things, and how we always seem to argue about everything, we both realized that it just wouldn't work long term. But you get where I've been and where I'm going. You know that sometimes you've just gotta break some spines to get the job done." Chuckling at her echo of his earlier words, she continued. "It's funny, it used to be Manny who was the violent one on the team, but all those stories Max told him made him into some kind of all American hero or something. I guess I got the opposite lesson from them, the universe isn't black and white, and sometimes violence really is the only way to solve things."

"Well... I'm glad I could help out." Ben said as he held his hand to where Helen had kissed him, still in disbelief at what just happened.

"There's just one final thing I need to know," Helen said. "Were you really going to let me actually kill Chadwick?"

"If it came to that, yeah." Shrugged Ben calmly. "Helen, I've killed my enemies before, and I'm sure I'll do it again. Things don't always work out like they do in comics, and I've learned to accept that. I'm just happy that this whole all-consuming revenge phase of yours is over now."

"Me too." Nodded Helen as she started casually walking with Ben to his house. "So... you really turned the Forever Ninja into your butler?"

"Totally!" Ben said excitedly. "Ever since I became a superhero, getting a butler has been way up there on my to do list. You don't mind that I'm technically using one of your archenemies as my servant, do you?"

"Forget about it," Helen waved it off. "Either way his programming has had a complete overhaul, so it's all good." Walking along in awkward silence, she spoke up again just as they reached Ben's house. "You know, since you're gonna be grounded for the next three months, you think we could arrange a study date sometime?" She asked hopefully.

"Anytime, Helen." Smiled Ben. "I'll even get my butler to make us some snacks. Smoothies okay with you?"

"I thought your parents were letting you have any." Chuckled Helen.

"He's a ninja," Ben reminded her. "If anyone can make stealth smoothies, it's him." Waving goodbye as he went inside, the newly formed couple-in-progress parted ways for the night.

"Stealth smoothies, that's just crazy." Chuckled Helen happily, running off at top speeds, satisfied with how the day had gone. She'd learned how to prioritize revenge, she trashed the Forever Knights' latest base, and she got a new boyfriend out of the deal. All in all, it was a pretty good day to be alive.


	6. Charmcaster

**Charmcaster**

"How did we end up in Ledgerdomain?" Ben asked as he noted the pathways to nowhere, planetoids riddled with more holes that Swiss cheese, and various floating oddities.

"This is Ledgerdomain?" Asked Rook as he curiously took in the sights, recoiling slightly as a giant floating eye blinked at him. "It strongly resembles some form of postmodern art mixed with an M.C. Escher painting."

"Kinda freaks you out, doesn't it?" Ben noted as he stared into the endless void surrounding them, throwing a rock off the ledge of the path they were on, only for it to fall up instead of down.

"Indeed," Muttered Rook solemnly. "My people place high value on order; a chaotic place such as this makes me feel somewhat frightened."

"Well, better start looking for a way out." Ben said as he activated the Omnitrix, turning into Eye Guy. "Now let's see if I can find anything resembling a castle in this candy store in a blender." He joked as his eyes scanned every pathway he could find, tracing them through loops, upsidedown, rightsideup, sideways, and whatever kind of odd ways he could spot.

"Would it not be easier to search from an aerial view?" Rook put in his two cents. "And why would you be looking for a castle?"

"In order," Began Ben. "The sky in this place bends and twists as much as the ground, so it's pretty much impossible to fly here without crashing. As for the castle, that's where Charmcaster lives."

"Why would we wish to find her?" Rook asked disdainfully. "Last time we encountered each other on Anur Transyl, she attempted to destroy us."

"Because, she's the only person in this messed up place that can get us out of here." Ben told him as he noticed something in the view of one of the eyes on his left arm. "Well what do we have over here?" He smirked as he mentally traced a path from the extravagant looking palace he saw to their current location. Changing back to normal, he dusted off his hands with a confident look on his face. "C'mon Rook, let's go get out of here."

"I am still uncertain as to whether Charmcaster will assist us," Rook said doubtfully, though he still followed Ben as he walked off. "Why do you seem so eager to trust her now, when before you wanted nothing to do with her?"

"I don't trust her further than Grey Matter can throw her," Ben denied calmly. "What I do trust, is that for a crazy person, she's actually pretty predictable and easy to understand once you get to know her. I know what she's all about, and I know that all she really wants is attention and respect."

"Not unlike someone else I know." Smiled Rook, bringing a disgruntled frown to Ben's face.

"I am not crazy," Ben deadpanned. "And I am totally trustworthy! How many times have I had your back since we started working together?"

"About as many times as I have had yours." Rook smiled respectfully, bring a smile to Ben's face too.

"Thanks for that Rook," Ben said gratefully. "And you might want to keep that teamwork thing in mind, we're definitely gonna need it here." He remarked uneasily, the odd creatures flying through the air in bizarre patterns doing nothing to improve Ben's nervousness in this place.

* * *

**Later**

"Are you certain this pathway will take us to the castle you saw?" Rook asked after they'd been walking for half an hour.

"Positive," Ben nodded. "It may be hard to judge distances in this place, but at least if you're following a solid path, you can't go wrong."

"We might be here a while." Said Rook as he took note of where the palace Ben pointed out was, trying fruitlessly to gauge how far it was from their current location. "Perhaps we should pass the time by telling stories? Tell me, what exactly does Charmcaster do as ruler of Ledgerdomain? The reports I have read regarding her and this dimension are startlingly sparse."

"I'm not really sure what she does," Ben admitted. "All I know is that she does whatever it is she does here because of her father."

"Spellbinder," Noted Rook. "The reports I read mentioned that much at least. His demise apparently had a profound impact on her I take it?"

"I don't really think it was his death that made her a cuckoo bird," Ben muttered. "More like how he didn't want to come back to life. When she sacrificed everyone living here to some creepy evil god to bring him back, he pretty much disowned her and went back so that everyone who was sacrificed to bring him back would come back." Shaking his head sadly, he concluded. "That kind of thing would mess anyone up. Bad enough that she went off the deep end even before bringing him back to life, hearing him tell her off like that before dying again must have really knocked a few screws loose. I mean, for your own father to use his second last words to tell you you're a flat out monster? I honestly don't know whether to hate her for killing about 600,000 people for a few seconds, or pat her on the head for all the kooky stuff she's been through and tell her things will get better."

"Her questionable mental state does make it difficult to determine her allegiances." Rook remarked curiously. "Have you ever actually gained a passable understanding of her?"

"Not really," Shrugged Ben. "Like I said before, she's mostly doing what she thinks her father would want of her. Other than that, my best guess is that she's just sick of people using her. I mean, her uncle's bad enough, but can you believe that she once had a crush on Darkstar?"

"I see," Rook shook his head solemnly. "That poor, poor woman."

"I tell ya, it's a vicious cycle, Rook." Ben shook his head in disappointment. "Get used by people all your life, pretty soon you're using others because you feel you're owed something. Why do people do stuff like that?"

"The mind of a villain escapes me, Ben." Rook admitted. "Perhaps it is better that way. By putting their motivations and possible rationalizations for their behavior out of my mind, I feel no sympathy as I kick them in the face."

"That may be one of the funniest things you've ever said." Smiled Ben. "Still, you can count of Charmcaster to be as much a friend as she is an enemy. She's like Argit that way, they put themselves first, they help you if they can get something out of it, but when push comes to shove, they usually don't stab you in the back."

"Associating with such people seems hazardous to your health." Rook added. "Still, sometimes one must choose the lesser of two evils."

"Charmcaster isn't really evil," Ben debated. "Just completely crazy, which is much easier to work with. Why do you think Kevin and I get along so well these days?"

"He is dating your cousin." Rook noted.

"Moving on." Deadpanned Ben, the thought of his former archenemy potentially becoming an in-law at some point in the future still somewhat uncomfortable to talk about after all this time. "Have I ever told you about the time I beat the Highbreed?"

* * *

**Much Later**

"...And that's why I'm afraid of peacocks." Ben panted, tired of walking for so long.

"I've already read that file," Rook gasped for air, too exhausted to care that he used a contraction. "How much further is it until we reach the palace?"

"No idea." Admitted Ben before he collapsed to his knees. "I'm just gonna take a nap now. Get my strength back." Lying down on the ground, he let out a great yawn. "Then it's right back to walking."

"Fine with me," Rook seconded as he dropped into a sitting position. As he began to catch his breath however, the blood started rushing back to his head, giving him an epiphany. "Ben, if you do not mind my asking, why did you not simply transform into XLR8 and run us to the palace?"

His eyes opening like a shot, Ben slapped his face in frustration. "Because I'm an idiot, that's why." He groaned as he rolled onto his back.

"It wouldn't matter anyway," A familiar and teasing voice sounded off from behind the two Plumbers. "I'm not even there right now."

"Charmcaster," Growled Ben as he struggled to get up and activate the Omnitrix, managing to select an alien before falling chin first on it, turning into Stinkfly. "Seriously, Omnitrix? I can't fly here, remember?" Trying to get up again, he only managed to stay upright because of his four legs. "Don't let my shaking legs fool you, I'm ready for a fight wherever and whenever!"

"I fear bravado will get you nowhere this time Ben." Rook said as he pulled himself up, years of working on a farm giving him more strength than Ben to work with, though he still needed the Proto-Tool's staff form to use as a walking stick. "We are too exhausted to put up a fight. She was most likely watching from the shadows, waiting for this moment."

"Well don't let her know that!" Huffed Ben. "You just cost us any advantage we had!"

"What advantage?" Charmcaster chuckled. "It's obvious you're too tired to even stand right now. I could take you both out with a beginner level spell right now, and there's nothing either of you could do to stop me. What was that?" She said as she held her pouch up to her ear. "I know right, it would be so easy to get rid of Tennyson and his fuzzy new partner. I'm sorry, what was your name again?" She asked.

"Rook Blonko," The Revonnahgander said as slowly as possible without looking suspicious, trying to stall for every second he could. "If you do not mind my asking, do you think you could simply transport us back to our own dimension? We mean you no harm or disrespect by coming here. We honestly do not even know how we got here in the first place."

"I can believe that," Nodded Charmcaster. "The two of you did appear in the middle of nowhere looking pretty confused. Not the kind of thing people usually do on purpose, but it doesn't look all that much like an accident either. What do you think?" She asked her pouch. "No, no, I'm reasonably sure they're not here to overthrow me. Neither of them can use magic." She whispered in a hush tone, as if trying not to offend the Plumbers.

"Crazytown~" Ben whispered to Rook as he spun his finger around his head, the universal sign for crazy.

"Oh quiet down you jerk, that's your vendetta, not mine." Charmcaster huffed strictly before she flicked her pouch. "Besides, I thought it was Gwen you were fixated with getting revenge on, or will anyone related to her do? Men, go figure." She pouted as she twirled her pouch by the string.

"Sooo, do you think you'd be nice enough to help us get home?" Ben dared to ask. "I mean, we did help you get the Alpha Rune back from Zs'Skayr, and unless you count attacking us with your rock monsters, that team-up was all take and no give."

"You dare to question how I act?!" Charmcaster suddenly exploded, quite literally as a giant cloud of smoke erupted from behind her. "I am the ruler of Ledgerdomain! Vanquisher of Adwaita! Keeper of the Alpha Rune! All in this realm are beneath me, and all bend to my will! You will treat me with the fear and respect I-"

"Hello! I already know all that!" Ben interrupted. "I was about 30 or 40 percent of the reason you're able to say all that, remember?"

Charmcaster pouted, trying desperately to think of a way to dispute the argument. "Shut up." She mumbled pitifully, failing to find any way to deny his words.

"So you're going to send us home without a fuss?" Ben asked, though he didn't get his hopes up.

"No." Denied Charmcaster like an immature little girl. Holding up her hands in preparation of a spell, she wasn't even able to utter two words before she got blasted with slime. "Grooooosssss!"

"How about now?" Ben asked before he turned into Heatblast. "Because, just a heads up, you don't wanna know what happens to that slime when it comes in contact with fire."

"This is disgusting!" Whined Charmcaster as she flicked off as much of the slime as she could. "Do you have any idea how many showers I'm gonna need before I feel clean again?" Pausing to hold her pouch up to her ear again, she scowled. "No, you cannot watch, perv." Listening to her pouch again, her expression turned thoughtful. "Hm, maybe. Hey Ben, do you want to watch me shower?"

"What the-?!" Ben sputtered as his fire grew much larger, completely flabbergasted and flustered at her sheer refuge in audacity. "How would you-, what would you-, why would you-!? Have you gone completely crazy?!" He exploded, before slapping his face in exasperation. "Oh man, I forgot who I was talking to for a second."

"Now there's an idea." Charmcaster whispered interestedly to her pouch. "Alright, I'll send you two home."

"Just like that?" Rook asked skeptically. "This seems remarkable easy."

"Wait for the catch, Rook." Heatblast shook his head in resignation. "There's always a catch."

"There's just one teensy little detail I'm going to need you to take care of." The sorceress smirked as she pinched her fingers to emphasize how small the detail was.

"Told you so." Ben deadpanned, Rook nodding in agreement.

"I just had so much fun listening to all of your exciting adventures while I was spying on you." Charmcaster gushed in excitement. "I want to hear all about your other heroic escapades! Every. Single. One of them!"

"You want to hear about me?" Ben asked in confusion. "I don't mind, I'm actually one of my favorite subjects." He joked, getting eye rolls from both Rook and Charmcaster. "But... I'm just a little confused as to why you'd want to know about it."

"Didn't I already say?" Charmcaster muttered, genuinely forgetting whether or not she'd mentioned it. "Oh well, I'll tell you again just to make sure. You life is so exciting and free! Meanwhile I'm stuck with this boring job taking care of this boring realm." She muttered. "Honestly, I only wanted to take down Adwaita, now everyone expects me to rule in his place. What was that?" She asked her pouch, her expression quickly turning angry. "They do so expect me to rule! I'm the strongest, I have the Alpha Rune, so I make the rules, and everyone follows them. So nuts to your democracy!"

"Can we get going already?!" Heatblast asked in exasperation before turning back into Ben. "I kinda wanna get out of here sometime before next century."

"Well if that's your deadline then we've got plenty of time." Charmcaster uttered snobbishly. "But, my shower really can't wait, so I guess we can get going now." Holding up her hands, the began glowing in synch with the Alpha Rune, engulfing all three of them in a bright light, the trio vanishing along with the fading light.

* * *

**At The Castle  
**

The trio emerged from the light, the room they arrived in looking like the bathroom of an Victorian England noblewoman, but with the added addition of a shower curtain around the gilded bathtub.

"Ostentatious much?" Ben remarked sarcastically as he took note of how much gold plating there was all over the place, sending a slightly judgmental glance at Charmcaster.

"Don't look at me." She huffed as she took off her slime coated jacket, dropping it in a gilded hamper and revealing her purple undershirt. "Seriously, don't look at me. I'm taking a shower, and I don't want the blue one to be in here." She pointed sternly at Rook, who held up his hands in surrender and quickly made his exit, Ben following close behind, at least until a pink barrier blocked his way. "You stay though, I want to listen to your stories as I get cleaned up."

"You weren't kidding about that shower thing, were you?" Ben asked hesitantly, getting blindsided in the face by Charmcaster's pants as a response.

"No I was not." Charmcaster remarked as she pulled the shower curtains shut behind her, leaving nothing but her silhouette visible. Funny, Ben hadn't even noticed her getting completely undressed, though he supposed it had something to do with slime coated pants obscuring his vision. Sticking her arm outside the curtain, she tossed her magic bag at Ben. "Here, throw this in the hamper along with the rest of my stuff."

"Yes your majesty." Ben said mockingly as he unceremoniously dropped her pants and pouch in the bin, which mysteriously began making a whirring noise like a washing machine, something Ben just chalked up to as magic. He quickly took a seat on the toilet, glad to finally be off his feet. "So what do you want to hear about first? The first summer I had the watch? The first year after I put it back on? Or maybe my more recent adventures from after Gwen went to college and Rook got assigned as my new partner?"

"Everything you can think of!" Charmcaster demanded excitedly as she peeked out from behind the curtain, the slime already slipping off her wet hair. "Just make sure it's nothing you already told that fuzzy blue one today, I've already spied on all of those."

"Have I already mentioned how creepy I find it that you've been watching us this whole time?" Ben asked rhetorically as he used several sheets of toilet paper to clean the slime off his face. "Because, just in case I haven't, it's creepy."

"I offered to let you watch me while I was in the shower to make us even, but you said no." Charmcaster said as she placed one hand on her hips, her silhouette looking posed in traditional supermodel fashion. "Play your cards right, and I might even let you in here with me."

Squinting one eye in suspicion while raising his other eyebrow, Ben wasn't beginning to feel uncomfortable, but was more confused by this point. "Okay, before this goes on any further, are you hitting on me? Because you're giving me some pretty clear signals of a desperate woman, but even if I was the kind of guy who goes for that, which I'm not, you're kind of a super villain, and again, that's not really what I'm into."

"Oh, blah, blah, blah, your needs." Mocked Charmcaster. "What makes you think you'd even stand a chance with me? I'm the ruler of an entirely magical dimension, I have no need of your company. Now shut up and start telling me some exciting stories about fighting aliens!"

"Yes your majesty." Ben remarked sarcastically. "I guess my crime fighting adventures all started a few summers ago when I went on a camping trip with Grandpa Max and my cousin Gwen..."

* * *

**Later**

"...And that's how my first summer with the Omnitrix ended." Ben concluded after about an hour of spinning his tale, Charmcaster still taking a shower, though now her silhouette showed that she was just standing with her back against the water. "By the way, just how long are you going to stay in there? You're probably really wrinkled by now."

"I'll stay in here until you leave, Mr. I-almost-blew-up-the-universe-with-my-stupid-alien-watch." Charmcaster huffed, referring to when the Omnitrix had accidentally been set to self-destruct.

"That was in no way my fault," Ben defended. "It was an unfortunate accident that couldn't really be blamed on anyone... except maybe Dr. Animo."

"Whatever," Charmcaster sighed as she sat down, the water now pelting her head. "At least you managed to stop the universe from being destroyed, so I suppose you get credit for that much."

Ben, while not the most tact guy, was actually pretty sensitive to other's emotions, particularly the negative ones, which seemed to be coming off Charmcaster in waves. And he had a pretty good idea what it was all about. "You're still upset about it, aren't you?" He asked, not really needing much of an answer.

"Upset about what?!" She snapped at him bitterly.

"Everything really," Ben shrugged. "Your relationship with your uncle, being trapped here fighting Adwaita on your own for a while, being disowned by your dad, being used by Darkstar, losing your entire purpose for living. I could go on, but I think you get the point."

For several seconds, there was an uncomfortable silence. When Charmcaster spoke again, her voice was saturated in surrender. "You really don't bother sugar-coating things, do you?"

"I've been told I can be pretty blunt." Ben remarked nonchalantly. "It's both a blessing and a curse, depending on context... it's usually a blessing." He admitted shamelessly.

"I don't have anything to live for." She muttered brokenly. "Everything I've ever worked for and dreamed of, getting revenge for my people, bringing back my dad, taking revenge on everyone who's ever wronged me, that stint where I was so desperate for company that I settled for a complete jerk just because he was shiny... aside from my revenge, nothing really panned out, and even revenge didn't satisfy me."

"Really?" Ben asked interestedly. "That's not how it works in my experience. I've always found revenge very satisfying."

"Maybe that's because so much else is going right for you that revenge is just the icing on the cake. I could really go for some cake right about now." She trailed off absentmindedly.

"You know, I always feel better when I hang my enemies by their underwear from high places," Ben offered helpfully. "Maybe we could track down Darkstar and hang him from a clock tower?"

Sniffing, Charmcaster sounded like she was cheering up. "Thanks Ben, you know just how to make me happy."

"Glad to help," Smiled Ben proudly. "Now then, about getting us home..." He asked hopefully.

"Right, I guess I've kept you long enough." Charmcaster noted, a hint of painful resignation in her voice. "My clothes should be clean by now." Getting up, she quickly yanked the shower curtain aside, giving Ben a full-frontal view.

"GAH!" Ben panicked as he averted his eyes. "Charmcaster, put on some clothes before you come out! Or at least a towel!"

* * *

**Back Home - The Next Day  
**

"I do not understand why you seem so opposed to your mother's cooking." Rook remarked as he drove the duo away from Mrs. Tennyson's cooking again, Ben using patrol as an excuse to avoid lunch at home. "She manages so much with the ingredients of just one planet, while many inter-galactic gourmets use ingredients from dozens of worlds, if not hundreds."

"It's one of those things you have to experience to understand partner." Ben muttered. "Food is not a universal thing."

"Perhaps you have a point," Relented Rook. "Still, I think you will have a difficult time explaining that to your mother." He noted as he pointed to the car that had just pulled in front of them that was slowing down, an angry Sandra Tennyson in the driver's seat.

"Hide me Rook!" Panicked Ben as he quickly jumped into the back, wanting to avoid his mom's cooking at all costs.

"I question the logic behind your avoidance tactics." Rook commented as he pulled over, chuckling on the inside while remaining stone faced on the outside as Mrs. Tennyson got out of her car and marched over to the passenger window of the Proto-TRUK.

"Alright, where is he?" Sandra demanded irritably. "I know you know where he is."

Rook didn't even bother covering for Ben, just jerking his thumb back to indicate the back of the Proto-TRUK.

Marching around the vehicle, Sandra forcefully yanked open the truck's rear doors, only to be left dumbstruck when she found nothing. "Is this some sort of a joke, Rook?" She asked in a mixture of politeness and strictness.

"I do not understand," Rook scratched his head in confusion. "He jumped in the back the moment we saw your car." Noticing the stern glare Sandra was giving him, Rook quickly backed away. "And clearly you have a good deal of talking to do with him once you find him. Best of luck." Rushing into the driver's seat, the Proto-TRUK converted into flight mode and rocketed off, trying to put as much distance between him and Sandra as possible.

* * *

**Conclusion**

"Thanks again for getting me out of there when you did, Charmcaster." Ben said gratefully for the impromptu trip to Ledgerdomain, before becoming slightly suspicious. "Though I can't help wondering why you showed up when you did, or why you showed up at all."

"Oh that, I've been spying on you ever since you left yesterday." Charmcaster remarked nonchalantly, freaking Ben out. "Anyway, I've been thinking a lot about what you said, all that hero stuff and about giving Darkstar an atomic clock tower wedgie, and I realized you have a point!"

"About giving Darkstar a wedgie?" Ben asked in confusion. "Because I really don't think that's something you have to put that much thought into."

"Not that," Charmcaster huffed. "Although we will be doing that later. No, I was talking about the hero thing! Just look at yourself!" She cried happily. "You act like kind of a jerk and look like a total dork with tacky taste in clothes and really bad bedhead, no offense."

"Plenty taken," Ben scowled, brushing his hair back self-consciously and inspecting his clothes. "Is there a point to this?"

"Isn't it obvious?" Charmcaster asked excitedly as she rushed in, her face nearly colliding with Ben's. "There's so much wrong with you life, but because you do this hero thing, you find so much to be happy about! So I'm gonna do the same!"

"You're gonna be a hero?" Ben asked skeptically. "No offense, but haven't you tried that before? I don't remember that panning out well."

"That's because I tried to be your kind of hero," Charmcaster huffed humorously. "This time I'm gonna be my kind of hero! More dark, and brooding, and willing to crack skulls! I'll be... what do you call those heroes who don't play by the rules?"

"Anti-heroes?" Ben remarked uncertainly.

"Yeah, one of those!" Charmcaster remarked excitedly as she grabbed Ben by the shoulders and shook him. "I'm gonna do things my way and not care what anyone else thinks!"

"Isn't that what you do normally?" Ben deadpanned.

"Yeah, but this time I'm doing it for justice!" She shouted dramatically, before turning sheepish. "By the way, I'm gonna need some tips on how to be a hero, because, to be perfectly frank, I'm kind of having a major identity crisis right now, and I need some help figuring out exactly who I am. And these guys have been absolutely no help at all." She scolded as she shook her magic bag.

"That explains a lot." Muttered Ben. "And what makes you think I'd be any help? This isn't really my area of expertise."

"Because you're my boyfriend now, silly!" She gushed as she latched onto Ben's arm, causing him to nearly choke on his own saliva. "And as my boyfriend, it's your job to help me out whenever I'm in trouble."

"Hold on now!" Protested Ben as he tried to pry her off his arm. "Whoever said I was your boyfriend?!"

"I did silly!" Charmcaster smiled as she held him tighter. "Exactly seven hours, twenty-six minutes, and thirty-two seconds ago! All the stories of your heroics really won me over, and now we're officially boyfriend/girlfriend!" She squealed before her tone suddenly turned serious and unnerving. "And I am never going to leave you. Ever. Even if you get another girlfriend, or two, or ten, or a hundred, I will always be here with you, because you complete me."

"You have seriously flipped your lid!" Ben said fearfully. "You need some serious help."

"I don't need help, I have you silly!" She cooed as she ruffled Ben's hair, before gripping his arm hard enough to leave a mark. "And you're never going to get rid of me, because I can find you no matter where in the universe you go."

"You're scaring me," Ben squeaked. "And that's very hard for anything that's not a clown or a peacock to do."

"We'll be together forever, Ben." Charmcaster beamed before planting a kiss of his cheek. "Just don't ever try to leave me and give me a heads-up if you're having an affair, and we'll get along just fine. But of course you'll never leave me, since you can't get away, so it's a moot point." She said happily as her hands began to glow. "Now come on, let's go introduce your new girlfriend to my future mother-in-law."

"Help me." Muttered Ben before they disappeared in a flash of light.


	7. Elena

**Elena**

"What just happened, Rook?" Ben asked blankly. "Last thing I remember, we were fighting a super cyborg, and now we're in the middle of a junkyard." He spread his arms dramatically to emphasize the garbage around them. "Phew, it stinks in here! Let's find a way out of here and find out where we are before I barf." He pinched his nose and picked a random direction to walk off in.

"I second the motion," Rook winced as he pinched his nose and followed Ben. "Before we spend hours aimlessly wandering this pungent junkyard however, might I recommend you get a bird's eye view to give us a heading."

"Good idea," Ben groaned as he activated the Omnitrix, turning into Astrodactyl as fast as he could. "I'll be down as soon as I get the stink out of my nose RAWK!" Rocketing up to high altitudes before Rook could protest, he spent a good two minutes in the air looking around before coming back down. "I've got bad news and worse news, which one do you want to hear first?"

"Are you certain there is no good news?" Rook asked desperately. "Because the heat and humidity wafting off the decaying refuse is messing my fur to no end."

"Sorry, wish I could tell you there was." Ben apologized. "The bad news is I know where we are."

"I shudder to think how that information could possibly be bad news." Rook said with trepidation.

"Because of the worse news," Ben said depressingly. "We're standing on a huge collection of plastic and rotting garbage the ocean currents pulled into one place."

"So we are in the middle of the ocean." Rook summarized bitterly, receiving a reluctant nod from Ben. "I am calling for emergency pick-up from Plumber HQ, demanding both transportation, and for Earth's politicians to immediately start cleaning up this refuse and delivering it to the proper recycling plants, before your wanton pollution melts your polar icecaps, and submerges all of your landmasses." He grumbled as he pulled out his communicator.

"Uhh, I don't think we have that kind of authority, Rook." Ben told him uncertainly.

"Technically, Magister Tennyson has more authority on this planet than even the UN." Rook explained as his communicator rang. "His word alone could change legal policies on a global scale."

"Really?" Ben asked excitedly. "Go Grandpa! Hey, you think if I took over when he retired, I could make my theme song a global anthem?"

"You do not have a theme song, Ben." Rook deadpanned. "Now please allow me some silence, I've just reached Magister Patelliday."

"I could make a theme song." Grumbled Ben. "It'd be a good one too. Might even make a music video with the girls dancing backup." A moment passed before Ben realized what he'd said. "A music video with the girls dancing backup?" The parrot sounding alien parroted himself. "Where would I get an idea like that? And what girls was I talking about anyway?" So distracted by his thoughts was he, that he failed to notice the gradual shifting of garbage towards his position.

"Yes Magister, we will stay here and await pickup." Rook signed off before turning to Ben, who'd just turned back to normal. "They say it will be about an hour before they can pinpoint our exact location, and get a ship out here to pick us up."

"Great, an hour wallowing around in the muck." Ben remarked bitterly as he held up his foot, barely getting a glance at all the gunk dripping off his shoe before quickly setting it back down. "Any chance you were able to work that global scale cleanup you mentioned before? Because I'll be honest, being on an island of trash again is really making me lose my faith in humanity."

"I read the report on the last time this happened to you." Rook acknowledged, not noticing the refuse convening into several quickly growing piles just a few feet to his left. "A giant trash monster is by no means a pleasant thought. Back home on Revonnah, such a thing as this would never occur. If this rampant pollution continues, Earth may end up becoming the next Vulpin."

"The next what now?" Ben asked in confusion, not noticing the garbage behind him forming into a humanoid shape. "I get that you're talking about some planet somewhere, but I don't fully get the reference."

"Vulpin is the home planet of the Vulpimancers," Rook explained, not noticing the trash forming a humanoid shape behind him. "The transformation you call Wildmutt. Reckless pollution of the planet by countless space travelers over the millennia has caused radical and dangerous mutations of the locals. The Vulpimancers evolved to be so feral as a result of the pollution."

"Good to know," Ben noted as he activated the Omnitrix, turning into Clockwork. "Now excuse me vhile I turn zhese garbage gremlins into dust." The Swiss sounding alien remarked as he fired an aging beam at the monsters behind Rook.

"Likewise." Rook seconded as he switched the Proto-Tool to its blade mode and started hacking the garbage monsters behind Ben to pieces. "Does the garbage on your planet always come to life and attack people?"

"Only vhen we try to get rid of it zhe easy vhay, apparently." Ben bitterly admitted as he aged the organic matter on the monsters to mold and dust, only managing to temporarily shrink them from the reduced mass before they repaired themselves with the surrounding garbage. "Seriously, last time it vas genetically engineered bacteria, zhis time it is..." Pausing uncertainly as he fired a wide spraying arc of aging ray, managing to rot all the organic trash around him. "I actually don't know vhat zhey vhere doing zhis time. Either vay, ve really need to get our act togezher. Seriously, zhis is a real problem, and it's not just going to fix itzelf like zhe Republicans say it vhill, or vhatever it is zhey are saying zhis time."

"Quickly! How did you defeat the garbage monsters last time?!" Rook asked as he decapitated a row of drones, only for them all to combine into a bigger monster.

"I sent it into space," Ben told him as he continued blasting away as much of the trash as he could. "Not that I could do zhat now, since zhe Ultimatrix vas being kind of glitchy vith zhe powers some of my aliens had, and zhis new Omnitrix doesn't have a super fast Vay Big."

"Do you have any alternatives to suggest?" Rook asked tensely as he struggled to stay away from the tentacles now coming out of the ground.

"I'm vorking on it, I'm vorking on it!" Ben insisted irritably as he stood back-to-back with Rook, the two of them backed into a corner now. "Zhe trash monster only used one body at a time last time, even if it did make a pretty big body eventually. I'm still getting used to zhe swarm tactics."

"Perhaps a strategic retreat would be a sound tactic?" Rook grunted as the duo fought with all their might.

Suddenly, to the surprise of the two Plumbers, the many garbage monsters just stopped their assault. Their unearthly gaze turning in unison to Ben's right.

"What are they doing?" Rook whispered to Ben, not wanting to attract the attention of the bizarrely distracted trash monsters.

"No clue," Clockwork whispered before changing back to Ben. "Let's just stay as quiet as possible and hope they don't notice us sneaking away."

Rook nodding in agreement, they stealthily made their way in the opposite direction the monsters were vacantly staring. As soon as they'd made some headway however, the plastic refuse suddenly formed up around their bodies without warning.

"That could have gone better." Grunted Ben as he and Rook struggled against their disgusting bindings. "You have a Plan B, Rook?"

"Running away was my Plan B," Rook admitted as a huge pile of garbage quickly gathered in front of them. "I do not suppose you have a Plan C?"

"I never plan," Ben admitted, looking up in nervousness at the extra large monster forming from the landscape. "But something tells me that now might be a good time to start." He uttered as he struggled to reach the Omnitrix, willing to take any alien at this point. "C'mon, Omnitrix. I need you to work that 'ole black magic for me. Just give me something, anything will do." Barely managing to touch the faceplate, he pressed the button as quick as he could, mentally crossing his fingers for a good one like Way Big or NRG. Instead he got...

"Nanomech?!" The inch tall alien squeaked as he flew free of his bindings. "I know I said anything, but couldn't you have picked something with a bit more muscle?!" Suddenly, a grating voice began assaulting his mind, causing him to clutch his head in agony. "Just my luck! I get a lame alien, and I've got a headache..." Further attention to the voice however, caused a light bulb to go off in his head. "A very familiar headache." Chipping away at the garbage covering Rook with his tiny energy blasts until he could break free on his own, Ben flew up to him. "Try to stay safe for a few minutes. I think I know how we can beat these plastic pests!"

"Good luck, Ben." Rook acknowledged before Ben flew at the larger monster, shrinking even smaller as he did so. "Now then," He smirked as he shifted the Proto-Tool to Bo-staff mode. "I believe it is time for some recycling."

* * *

**Inside The Trash - Microscopic Size  
**

"Now let's see here," Nanomech hummed, his voice sounding much less squeaky from a scale perspective. "If I were the brains behind a plastic monster, where would I be?" Suddenly, Ben was swarmed by a bacteria assault. "Oh yeah," Grunted Ben as he started blasting away at the microbes. "This garbage runs on bacteria. I've gotta find some way to lose these guys." Bobbing and weaving through the loose collection of plastic, Ben noticed something latched onto one of the bacteria near the back of the pack. "Is that what I think it is?" He remarked as he swerved back around to get a closer look. Sure enough, his eye wasn't deceiving him. Attached to one of the bacteria was...

A Nanochip.

"Thought I'd find you here." Ben scowled as he blasted the Nanochip to pieces. Suddenly, as if their strings had been cut, the bacteria which had been attacking him just moments before began drifting listlessly. "Thought so, looks like the Nanochips are controlling the bacteria. Now the only question is; who's controlling the Nanochips?" As it turned out, Ben didn't have to look far for answers on that one, since a huge swarm of Nanochips supplemented by bacteria approached. What really drew his attention however, was the mosquito-like Nanochip hovering above them. "Well, well, if it isn't the Queen. Didn't I destroy you about a year ago?"

"You destroyed the decoy!" The Queen growled maliciously. "And don't think I've forgotten how you dumped me for that tennis playing harlot!"

"Oh great," Facepalmed Ben. "I was really hoping it wouldn't be you."

"Now that just hurts, Ben." Elena hissed. "And here I thought we meant something to each other..." Her expression turning as bitter and angry as a mechanical mosquito could, she shouted. "Guess I was mistaken!" Unleashing a mental command, her drones rushed at Ben in a frenzy.

"This is just not my day." Ben groaned before springing into action, unleashing a rapid volley of energy blasts, cutting a pathway through the Nanochips to get at Elena. However, for every drone or cell of bacteria he took down, ten more took its' place. Before too long, he was surrounded by literally thousands of Nanochips and bacteria. "Okay, this is **really** not my day."

"Don't even bother trying to fight it Ben," Elena glared arrogantly as she circled like a shark. "I have as many drones under my control as humans have cells in their bodies! And the number of bacteria under my control is more than a hundred times that! Face it Ben, you should never have dumped me! You're nothing more than microscopic insect compared to me now!"

"Aren't we both technically microscopic insects now?" Ben joked, trying to make light of the situation through his carefully hidden fear. Suddenly, his own words gave him an epiphany. "We're the same species now, which means that anything you can do, I can do better!" Focusing as hard as he could, he screamed mental commands in the direction of the drones.

"Don't bother trying to take control," Elena said haughtily. "These drones only take orders from the Queen, and that's me. And before too long, you'll be taking orders from me too. I'll teach you to leave me."

"Will you just let that go?" Ben grunted, trying to fend off Elena's mental commands while also trying to take control away from her. "We were never even together in the first place!"

_'You were all I had!'_ Elena's voice shouted in Ben's head, their mental link getting stronger. _'Everybody else just tossed me aside! My dad spent more time with those chips that made me what I am today than he did with me, then he loses everything and becomes a slave to the chips, and when I finally get him back he dies! I never had any friends, and you're the only person I could ever relate to! Do you have any idea how much that meant to me?!'_

_'You're being obsessive, Elena!'_ Ben shouted against her mentally. _'You've got to let go of this crazy crush!'__  
_

_'You think I don't know it's crazy?!' _Elena cried, catching Ben off guard. _'You think I don't know something's wrong with me?! For all intents and purposes, my actual body is the size of a dust mite! I thought if I had one thing, just one little strand tethering me to my old life, I could stay sane through everything! You were that one strand, Ben! I'm obsessed with you because you're the last bit of sanity I have left! I don't have anything else, not even my own mind!'_

"Ouch," Hissed Ben, wincing at the implications of what Elena was saying. "Wow... that's... I don't even know how to... wow."

"Are you surprised Ben?" Elena remarked somberly. "I bet it never occurred to you, what with how often you transform into something else. Most people wouldn't be happy about not being what they were born as anymore. I'm a freak, I have nothing. I am nothing."

"Don't talk like that, Elena." Ben insisted desperately. "Look, why don't you just calm down so we can talk about this. Maybe we could get you some help, we've got some Galvans at Plumber HQ who are... kinda, sorta okay at their jobs, I guess?" He remarked uncertainly before letting out a sigh. "Okay, I honestly don't have much I could say to convince you, but I'm asking anyway. Will you please call off the bacteria so we can all get off this trash heap and work this out?" Holding out his hand as he slowly flew towards Elena, he could only hope she could see through her rage and despair.

For a second it looked as though Elena was considering the offer. Reaching one of her legs out, she swiftly pulled it back in fear. "No! No, it's too late for me now... I've gone too far. I'll never be normal again." She murmured tragically as she moved away.

However, Ben was having none of it and flew in front of her, cutting off her escape. "Elena, I'm not leaving without you. It may not be the way you wanted it, but I do care about what happens to you. Now come on, let's get out of here and back to Bellwood. There are people there who worry about you." Holding out his hand again, Elena looked at it for a minute, deep within her own thoughts. Eventually, she placed her foreleg in his hand, a look on her face that could pass for content before the Nanochips swarmed around them.

* * *

**Giant Island of Plastic - Normal size  
**

Rook had to admit, for a giant walking pile of trash, his enemies today were pathetic. Still, they had sheer numbers on their side, and their consistent efforts were beginning to wear him down.

"Whatever you are doing, Ben," Rook panted as he sluggishly parried another strike. "Please, do it quickly!" Suddenly, as if on cue, the trash monsters began to fall to pieces one-by-one. "That was... conveniently timed." A green flash going off behind him, Rook turned around to greet his partner. "Nicely done, Ben. Whatever it was you did."

"Wait for it." Smiled Ben, confusing Rook, who only got more confused as clouds of black dust gathered from the plastic and formed together into Elena's black and blue skinned queen form.

"Elena Validus!" Exclaimed Rook as he took a defensive stance with his Proto-Tool in tonfa form. "What are you doing here?!"

"Ease up there, partner." Ben reassured him as he held the Revonnahgander back. "We worked things out, she's cool."

Blinking several times in confusion, altering his gaze between Ben and Elena, Rook finally found his voice again. "I repeat, what is she doing here?"

Ben was about to defend Elena, but he came up short. "Now that you mention it, what are you doing here, Elena?" He asked, just as clueless as Rook. "I was so busy fighting you and trying to get through to you that I never had time to think about it."

Elena tried to answer, but she just blinked a few times and looked around in confusion. "Now that you bring it up, I don't even have any idea how I got here." She admitted. "About a week ago I was just wandering through Undertown's back alleys, then suddenly I'm here. Being trapped here for a week kinda got to me. Sorry for attacking you out of nowhere, by the way, I've just been a little stir-crazy with nothing but garbage and bacteria around for miles."

"Oh yeah," Ben hummed. "How exactly did you take control of the bacteria? And weren't the bacteria launched into space after they tried to eat the western United States?"

"So many questions, yet so few answers." Rook shook his head in exasperation. "By the way, now that Elena is no longer controlling the bacteria, will they not just start attacking us like they did before?"

"I've been destroying all the bacteria over the last few days." Elena assured them. "I had to eat something, and those bacteria were tastier than the plastic. Besides, when people take shortcuts to cleaning up their messes, it only makes a bigger mess. The world needs to get its act together and start fixing the pollution problem at its source."

"So true." Sighed Rook in judgment, looking up as a strong wind came down from above, showing a Plumber ship making its descent. "They made very good time." He noted casually.

* * *

**Bellwood  
**

"It feels weird being home, out in the open that is." Elena commented as Ben showed her around town. "Are you sure it's okay for me to go out looking like this?" She asked as she rubbed one of her horns self-consciously.

"Trust me, people in Bellwood have become so used to aliens lately, you'll barely even register on their radar." Ben assured her. "They may make a passing glance, but it's nothing to worry about."

"If you're sure." Elena said uncertainly.

Picking up on her fear, Ben quickly thought up an idea. "Hey, I know a place we can go where nobody will ever judge you!" Grabbing her arm and pulling her towards his car, he added excitedly. "C'mon, it's gonna be great, and so long as you're with me, everybody's gonna treat you like a celebrity!"

"Whatever it is, I'm not so sure it's a good idea." Elena remarked, Ben's near manic excitement unnerving her.

* * *

**Conclusion**

"Okay, I really should have seen this coming." Elena chuckled before taking a sip of her smoothie. "I still can't believe some of the combinations you like to drink though." She winced as Ben took a big slurp on his unholy concoction.

"Hey, don't knock grasshopper/pineapple until you've tried it." Ben insisted stubbornly. "It goes great with the chili fries." He added before stuffing a few of the messy fried potatoes covered in tomato and meat slime in his mouth.

"I cannot believe I ever had a thing for you," Elena nearly doubled over laughing. "You're such an unhealthy slob. It's a wonder you aren't serious overweight."

"Hey, I work out when I do my hero thing!" Ben pouted sternly. "And I'll have you know that I'd make a great boyfriend!"

"Really?" Elena quirked an eyebrow doubtingly. "You don't strike me as the type to even pay attention to a girl's feelings, let alone be good boyfriend material."

"I can totally pay attention!" Ben said.

"I'll believe that when I see it." Challenged Elena as she crossed her arms smugly.

"Okay, you will see it," Ben accepted. "You, me, tomorrow night, we'll go to that nice pizza place on the corner of 5th and Vine Street."

"Alright, it's a date." Smirked Elena before taking a sip of her smoothie.

"Fine, I'll see you at six." Ben remarked assertively as he went back to his food.

Slyly smiling, Elena began counting backwards. "Three... Two... One..."

"Wait a second," Realized Ben belatedly. "You conned me into asking you out, didn't you?"

"Maybe." Elena hummed tauntingly.

"You are evil." Ben smirked sarcastically.

"I still dabble." Elena remarked as she casually checked her nonexistent nails.


	8. Eunice & Myaxx

**Eunice & Myaxx**

"Oh man, I've got a serious headache right now." Groaned Ben as he rubbed his temples. "Where's a pharmacy when you need one? It feels like my brain is pounding against my skull."

"Perhaps you have forgotten," Rook cut in. "But we were fighting a dangerous cyborg bent on shattering the space-time continuum mere moments ago. I do not believe minor physical ailments should be priority right now."

"You wouldn't be saying that if you had the headache I've got." Ben remarked adamantly. "Seriously, it feels like someone's cramming tons of information into my head all at once, and not in a good way like when I go Grey Matter or Brainstorm." Pausing to look around, he noticed that they were suddenly in a dense jungle. "How did we end up here, and for that matter, where is here?"

"I am uncertain." Rook admitted curiously. "That aside, your other comment has made me very curious. How does it feel to suddenly have the intelligence of a Galvan or a Cerebrocrustacean?"

"A little tingly," Ben remarked. "That, and I start using words I've never even heard before. Sort of like I swallowed an alien thesaurus. I can't remember any of the stuff I know when I change back though. I don't really understand it too much myself."

"Fascinating." Whispered Rook in astonishment, before pulling out his badge and activating holographic projection. "This cannot be right."

"What's up, buddy?" Ben asked calmly, though he was secretly slightly concerned by Rook's worried tone. Rook wasn't one to scare easily, after all.

"I am trying to locate our position via satellite, but I am not getting any signal." Rook explained worriedly.

"Maybe you just have a bad signal," Ben commented. "That happens all the time with my phone whenever I'm out in the woods."

"Plumber GPS devices do not get bad signals." Rook remarked in exasperation. "Even if we were miles underground, we should still be able to locate our exact latitude, longitude, and altitude."

"Then maybe we're just not on Earth right now." Ben shrugged. "Space-time stuff can send you to some pretty out there places. I remember this one time when Paradox took me, Kevin, and Gwen outside the Universe entirely to go to the Forge of Creation."

"The Forge of Creation," Remarked Rook skeptically. "That is just a myth, an obscure religious reference mentioned in scattered ancient texts throughout a few planets."

"You thought Alien X was a myth," Ben reminded his partner. "And he was actually born in the Forge of Creation, just like all Celestialsapiens."

Sighing tiredly, Rook decided to drop the subject for the time being. "Very well, we can discuss this once we are off whatever world it is we are currently on. It must be someplace very primitive to not have any Plumber Satellites in orbit. Even Earth has had a few in its' orbit since the 5th century." He remarked before activating his communicator.

"Wait a second, are you serious?" Ben asked in astonishment and a little outrage. "Aliens have been monitoring us for that long?!"

"This is impossible." Whispered Rook worriedly, completely ignoring Ben's question. "My signal is being blocked. I cannot contact headquarters!"

"Say what?" Ben asked fearfully. "What does that mean for us? I mean, couldn't we just try to boost the signal or something?"

"I fear that would not work, Ben." Rook said solemnly. "Whatever is blocking my signal is extremely advanced. I have never seen a jamming pattern this sophisticated before. It would take me months to work through it."

"So you're saying we're stuck here?!" Panicked Ben. "How is that possible?! I mean, you said yourself that this place couldn't be worth anyone's time to investigate. Why would someone put such a powerful jamming signal on a planet like that?"

"I have no idea, Ben." Rook shook his head sadly. "Perhaps it is just a testing ground, and will be taken down soon, but I would not put money on it."

"So do you have any idea how we could get off this rock and back home?" Ben asked hopelessly.

"I am afraid not." Rook admitted. "This jamming field is the most advanced I have ever seen. Even a Galvan would have much difficulty creating a jamming signal this strong."

Suddenly, Rook's words made a light bulb turn on in Ben's head. "Wait a second, did you say a Galvan made the jamming field around the planet?"

"I said even a Galvan would have trouble making a field like this." Rook corrected, not picking up on Ben's excitement. "Given its' complexity, it is highly probable that a Galvan, or even a team of Galvans made it. However, any sufficiently advanced race would be capable of making it, given enough time and effort."

"Whatever," Ben waved it off as he activated the Omnitrix. "The important thing is that I think I know where we are now."

"You do?" Rook asked in surprise.

"Yep," Smirked Ben before slapping down the faceplate, turning into Stinkfly. "Just need to get an aerial view to make sure." Flying off well above the treeline, Ben stayed in the air, scanning the area with his flexible eye stalks for only a few seconds before coming back down. "I've got good news, and better news. Which of do you want to hear first?"

"The good news." Rook answered. "By my understanding, better news usually doesn't make that much sense without knowing the good news first."

"The good news is, I'm 100% positive I know where we are." Ben smiled. "The better news is that I know who lives here, and she has a top-notch ship that can get us back home."

"She?" Rook parroted skeptically. "This acquaintance of yours would not happen to be another one of your old flames, would she?"

"She is not!" Insisted, spitting a little slime on Rook's uniform as he did so. "Sorry about that." He apologized sheepishly, before going back to outraged. "And why would you even bring that up? I haven't talked to Ester in..." He trailed off, not certain where he was going with that line of thought. "Kai and I aren't... and I'm not even into Looma and Attea..." Pausing as a mental image of Looma and Attea in bikinis flashed though his mind, he shook his head to clear his mind. "What is wrong with me today?"

"Ben." Rook began slowly. "It is perfectly normal for the male of any species to experience a spike in hormonal based behavior during their transition from adolescence to adulthood."

Staring dryly at Rook with all four of his eyes, Ben deadpanned. "You are not going to give me The Talk. That was awkward enough in Health Class, let alone with my parents."

"I am simply saying-"

"Do you want a ride to where we can find a ship or not?!" Snapped Ben impatiently.

"Given your odor, I am not certain that I would." Rook plugged his nose for emphasis.

"Very funny." Grumbled Ben before swooping forward and throwing Rook on his back, soaring back up above the treeline.

"Ugh," Grunted Rook in disgust. "Remind me to get you some Lepidopterran deodorant. You are in desperate need of it."

"Why bother?" Ben questioned as he turned two eye stalks back. "I can only stay alien for about fifteen minutes at a time, and that's if the Omnitrix is feeling generous. By the time I get the deodorant on, I'd be halfway to changing back."

"I was talking about for your normal human form." Rook joked. "Gwen has nothing but bad things to say about your hygienic habits."

"Hey! I brush my teeth twice a day, and floss right after dinner!" Protested Ben.

"Those are not the hygiene habits I was referring to." Rook snarked.

Glaring at Rook before turning all four eyes back to the path ahead of him, Ben grumbled. "Low blow, dude." The rest of the ride continued in silence, the duo eventually arriving at a plain white building.

"So this is where your friend lives?" Rook noted as he dismounted, Ben changing back the moment he did so.

"Yep." Smiled Ben, looking forward to seeing Eunice again. "She's probably not in right now though, since Azmuth doesn't believe in the concept of taking a break."

"She works for Azmuth?!" Rook remarked as he had a eureka moment. "So that is why I could not get a signal. This entire planet must be a testing ground for Azmuth's inventions, hence the secrecy." Much to Rook's confusion, Ben started laughing. "Why are you laughing? Is there a joke I do not have the proper point of reference to understand?"

"Dude, this planet isn't a testing ground for Azmuth's inventions." Ben chuckled.

"This planet **is** one of Azmuth's inventions." Eunice noted as she suddenly emerged from the woods, startling both young Plumbers. "Sorry for the scare, but the punchline was too perfect to resist."

"Eunice," Ben beamed as he walked up to her, the two hugging each other in greeting. "Good to see you again! Is Azmuth still running you ragged keeping Primus running?"

"Surprisingly, not as much as he used to." Eunice admitted as she finally noted Rook's presence. "Who's your friend?"

"Rook Blonko." The Revonnahgander introduced himself with a handshake. "It is well to meet you, Eunice. Though I must ask, is this entire planet really one of Azmuth's inventions?" He questioned in anticipation.

"One of his best," Eunice boasted proudly. "If not the best, period. Before Azmuth was able to make a computer advanced enough to hold the DNA of over a million lifeforms as data in less than the size of a watch, this entire planet served as a remote facility for storing alien DNA, and transferring that information to the Omnitrix to activate the transformations."

"Fascinating." Rook breathed in astonishment. "To think that Azmuth created an entire planet dedicated solely to the function of one device, even if that device is the Omnitrix. Truly, his dedication to his work knows no bounds."

"Really?" Ben asked skeptically. "You have no trouble believing that Azmuth would make an entire planet just to run the Omnitrix, and yet you doubt the Forge of Creation exists?"

"Your point?" Rook asked honestly.

"There is something seriously wrong with your suspension of disbelief." Ben shook his head in disappointment.

"In his defense, I didn't really believe in Celestialsapiens myself until I had to monitor their DNA in the Codon Stream." Eunice defended. "All that aside though, what are you two doing here? Last I checked, this wasn't exactly Mr. Smoothies."

"I have no idea why we're here." Ben admitted. "You think you could give us a ride home, though?"

"I can't right now," Eunice shrugged in apology. "Azmuth is working us to the bone getting Primus up to specs, not to mention the only ship's in serious need of repairs."

"Why?" Ben asked in confusion. "You said it yourself, now that the Omnitrix stores the DNA all on it's own, there's really no need for Primus."

"Which is why I decided to convert it into a genetic repository for all flora and fauna in the galaxy, not just the sentient ones," Myaxx snarled as she struggled to get out of the jungle, her tentacles getting tangled in the bushes. "But does he give me credit for it? No! He just makes me come out to this backwater, artificial-GAH!" She growled as she fell over herself. "But that's beside the point. Why are you here, Tennyson? Didn't I get enough of you for one lifetime six years ago?"

"Hey Myaxx, longtime no see." Ben smiled as he helped the surly Chimera Sui Generis get to her feet. "And like I just told Eunice, we've got no idea how we got here."

"We suspect damage to the space-time continuum is involved." Rook explained.

"There's a lot of that going around these days." Grumbled Myaxx sarcastically as she dusted herself off. "Just tell me what it's gonna take to get you and your Revonnahgander friend here off this god forsaken rock."

"C'mon, Myaxx, we haven't had any company since..." Eunice trailed off uncertainly. "Actually, aside from each other, we've never had any company."

"Which is just the way I like it," Myaxx snarked. "Except for the part about you."

"Don't mind her, she gets cranky easily." Eunice brushed her away. "We'd love to have you two stay for a while. Between you and me, she's kinda driving me crazy." She whispered to Ben.

"I can hear you." Myaxx pouted.

"You were meant to." Eunice goaded, getting a chuckle from Ben in response. "See? He likes my jokes. Why don't you ever crack a smile?"

"Because smiles make me angry, just like a lot of other things." Myaxx folded her arms before stomping off. "Anyway, if you're so keen on playing nice with these two, be my guest. If you need me I'll be working on organizing the genetic samples. Just do me a favor; don't need me."

"She seems angrier than the last time I saw her." Ben noted nonchalantly. "Any idea why?"

"You know how Azmuth can be." Eunice shrugged, that being all the answer Ben and Rook needed. "So, care for a tour? I'd love to hear what you've been up to since we last saw each other." Not waiting for an answer, she grabbed Ben's arm and raced off into the jungle, leaving a calmly exasperated Rook behind.

"I do not know why he bothers hiding his polygamous feelings." Rook remarked with a calm shake of his head. "Earth culture is swiftly becoming surprisingly accepting of such methods." With that said, he went off to work on getting their ticket back to Earth up to specs.

* * *

**With Myaxx  
**

"I don't know why I even bother sometimes." Grumbled Myaxx as she took a few samples from the Codon Stream. "All my life, it's just one thankless thing after another. I was an outcast on my own planet, every job I've ever had involved a degrading and selfish boss who always took credit for my ideas, and now I'm stuck here on this dump playing Noah's Ark for every species in the galaxy. Yeah, it was my idea to do this, but do I get any credit? No! Just one thankless task after another. I don't need to be degrading myself like this. I'm one of the 10 smartest people in the galaxy for crying out loud! Aside from Azmuth and **maybe** that traitor Albedo, I'm smarter than any Galvan! How many people can boast that?"

Shaking her head as she skulked off to take more samples, Myaxx kept talking. "Maybe it's partially, only slightly, just a tiny bit my fault. I'm no self-starter, that's for sure, and every time I try to make a name for myself things just blow up in my face. But is it so wrong to want to leave an impact on the galaxy? A legacy for which I will be remembered for centuries, if not millennia to come? I'm aware of my mortality, and I'm fine with dying someday, but I'm not fine with being forgotten. All I want is for a life I can be proud of when I'm old and my tentacles have grown down to my feet, and to be remembered when I finally take that great big dirt nap. Is that so much to ask?!" She shouted into the sky, causing some bird to take off crowing.

"Myaxx?" An uncertain voice came from the bushes as Ben and Eunice walked out. "Are you feeling alright?" Ben asked worriedly.

"What are you two-? Have you been following me?!" Myaxx demanded in an outrage.

"Sorry about that, Myaxx." Eunice muttered apologetically. "I told Ben about how you talk to yourself a lot when you think no one's looking, and we decided to eavesdrop."

"Is this a regular thing with you?" Myaxx asked Eunice accusingly.

"Yeah," Eunice muttered sheepishly as Ben just scratched the back of his head. "Sorry, but normally you just go on all these funny rants about weirdos from your past. Like those Spheroid pirates you sold the stealth generators to, or your annoying big brother."

"I'll have you know that I was thrown in Incarcecon because of those pirates!" Snapped Myaxx. "And I cannot believe the two of you. Spying on my private musings like that."

"In her defense, you're not exactly quiet about your tangents." Ben pointed out.

"So what if I am?" Myaxx growled defensively. "Normally there's only two people on this entire planet, with so many jamming fields in the atmosphere that a nuclear warhead detonating couldn't be detected. I shouldn't have to worry about people listening in on me."

"Look, I'm sorry we were listening in on you." Ben apologized with steel in his voice, catching Myaxx off guard. "It was wrong, and we shouldn't have done it, okay? Even so, it's obvious that you've got problems, and if there's any way we could help-"

"Help?" Myaxx remarked sarcastically. "The only way you could possibly help would be to get that selfish, self-important, oh-are-I-so-mighty Galvan windbag Azmuth to start giving me the credit I deserve for my work. I mean, I've been helping that blowhard with the Omnitrix project since day one, I even worked for months building you from the ground up." She poked Eunice in the chest. "Where's my rewards, money, and admiration? I'm a super-genius too ya know!"

"I'm alive because of you." Eunice remarked gratefully as she placed a hand of Myaxx's arm. "Without you, I couldn't have gotten off the drawing board. I've looked up to you because of that... Because... in a way... that sort of makes you my mother." She smiled up at the now thoroughly unsettled Chimera Sui Generis, with Ben looking equal parts grossed out and hysterical on his part.

"Don't expect an allowance out of me." Was all Myaxx had to say to that before shaking the thought from her mind. "And anyway, it's not like that matters. So long as Azmuth keeps hogging the credit, I'll never get the credit I deserve. If only I had something to hold over him, something that could make him cave."

"I really wish I could help, Myaxx." Ben admitted. "Believe me, the guy's a real pain in the butt sometimes. I just wish he'd let his pre-brain take charge a bit more often. He's a lot more mellow when he just stops thinking."

"Say what?" Myaxx asked interestedly. "Azmuth running on his pre-brain? Where and when did this happen?"

"Albedo stole his brain a while ago when he was teaming up with Khyber." Ben explained. "So I got to hang out with pre-brain Azmuth, and man was he a riot! He even made burp jokes!"

"Hmmm," Myaxx smirked mischievously. "You know something Ben, maybe you can help me out after all."

"You've got a devious plot in mind, don't you?" Smirked Ben in approval.

"Oh yeah." Confirmed Myaxx. "This is gonna be good."

* * *

**Galvan Mark II - With Azmuth **

Diligently at work on his latest invention to the exclusion of all else, Azmuth barely even took notice as his communicator began going off. In-fact, he ignored it so long, it went to machine six times, each time with Myaxx angrily remarking on the other end that she knew he was there. Finally, on the seventh try, it became apparent he wasn't going to get any work done until he answered.

"This had better be important, Myaxx. Last I checked you were supposed to be hard at work on the Codon Stream for the next month." The elderly Galvan remarked surly.

"Oh, don't worry." Myaxx smirked confidently. "I'll be sure to have everything in order in **my** Codon Stream in time for the press to congratulate me on all my hard work to preserve all life in the galaxy."

"**Your** Codon Stream?" Azmuth questioned irritably. "Are you forgetting who built Primus in the first place? Besides, this project is too confidential to risk being exposed to the galaxy at large. There's no telling what manner of galactic scum and villainy would abuse these resources."

"You mean like Vilgax, Zs'Skayr, Albedo, Psychobos, Khyber, Sunder, the Techadons and anyone else who's ever been interested in the Omnitrix and has already made several grabs at it?" Myaxx remarked sarcastically. "It's not as if anyone who'd go out of their way to make a grab at Primus wouldn't be able to find out about it even if you try to keep it under wraps. Vilgax was able to find it easily enough."

"Even so, my decision stands firm." Azmuth said adamantly. "This project must remain secret."

"We'll just see about that," Myaxx smirked as a new figure stepped into the holographic image. "Won't we, Ben?"

"Ben Tennyson?" Azmuth remarked with no small amount of surprise. "How did you get on Primus so suddenly? The homing beacon I placed in the Omnitrix says that you're... this can't be right." He muttered as he curiously examined a screen off to the side.

"Hey, focus on me right now." Myaxx snapped. "Just like the rest of the galaxy will be when I finally get the recognition I deserve for all the work you've had me slave over for the last several years now." Attaching a plug to the Omnitrix, a window popped up at in the corner of the hologram, which proceeded to play clips of Azmuth acting like a total buffoon.

"What in the-?! Where did you get those?!" Azmuth demanded in a panic.

"Ben mentioned that you lost you brain awhile back." Myaxx smirked triumphantly. "So I figured, why not hack into the Omnitrix' security feed and get some blackmail."

"You think you can hold this over me?" Demanded Azmuth angrily. "It's a well known fact that Galvans have pre-brains. People will be able to tell this is just a desperate grab for attention."

"Do you really the good people on the extranet will care?" Myaxx chuckled. "You know how insensitive people can be when they have the barrier of a screen to protect them, and all those people may not admit it, but seeing the smartest being in three galaxies acting like a totally brainless sub-sentient will prompt quite a backlash."

Growling in barely contained anger and frustration, Azmuth relented. "Fine! Have it your way! Publish your wide success in the field of environmental preservation for all I care! I guess this is the thanks I get for taking in a criminal, but I expected better from you by this point, Tennyson."

"Don't lie to me Azmuth," Ben remarked sarcastically. "You're too cynical to expect better than that from anybody, I've just got the closest thing to your approval that exists, and even that's not very much." Myaxx could only guffaw at his commentary.

"True." Azmuth admitted without hesitation. "And I must admit that this is a rather clever tactic, in-spite of the fact that it's being used against me. I suppose this really is the sort of thing I've come to expect from you by now."

"Thanks... I think." Ben remarked uncertainly.

"So we have an understanding, then?" Myaxx smirked proudly. "I get my credit where credit is due, and these clips never see the light of day?"

"Don't let it go to your head, Myaxx." Azmuth warned. "Getting the recognition you've earned and the recognition you deserve are two different things."

"Azmuth, please," Myaxx scoffed. "I am a selfish and self-centered being, and a complete coward to boot. I know better than to get cocky like this shrimp." She remarked as she ruffled Ben's hair, much to his ire.

"Hey, watch the hair!" Ben snapped as he tried to get his hair just the way he liked it, only managing to get it back the way it was before he got his latest Omnitrix. "Do you have any idea how much work I put into this every morning?"

"Probably none, given how much your hair sticks up in the front." Azmuth remarked. "I honestly don't understand why you think it looks better that way than it did before." With that, he abruptly cut off the transmission.

* * *

**On Primus - With Ben, Myaxx, & Eunice  
**

"I can't believe that actually worked." Myaxx whispered in astonishment. "I'm finally going to get the credit I deserve now. I'm so excited I could just kiss you!" She cheered as she lifted Ben up high by his arms. "Eh, what the heck? You only live once." Bringing him in close, she kissed the flailing human deeply, her face tentacles wrapping around his head eagerly as Eunice tried to pull Ben away. When Myaxx finally released him, he had a large red ring around his mouth, like a powerful suction had pulled off it rather violently.

"What was that for?!" Ben demanded as he wiped the saliva away from his mouth.

"Because, for a primitive life form who's species hasn't even developed FTL travel, you're actually kind of cute." Myaxx smirked with a wink, flattering and unsettling Ben simultaneously. "Besides, when you rescued me from Incarcecon, I felt like some fairy tale princess being whisked away by her prince charming."

"You don't seriously mean that, do you?" Ben asked fearfully as Eunice stood in front of him protectively.

"Maybe I do, maybe I don't." Myaxx chuckled. "It's a little something called flirting, and I just love ruffling feathers. If you don't know whether or not I've got a little schoolgirl crush, I'll be able to have all sorts of fun with you."

"Alright, that's enough of your fun." Eunice chastised Myaxx. "From what Ben's told me, he has enough girl troubles without you adding to them."

"Well now I've gotta mess with him." Myaxx taunted cheerfully. "You think you could take me to meet your folks when we take you home? I'd just love to see what the primitives who raised a little tramp like you are like."

"And, that's my cue to leave now." Ben remarked uncomfortably. "Hey Rook! Are you finished fixing up the ship yet?!"

"There is no need to shout, Ben." Rook commented mischievously as he stepped out of the shadows. "The ship was fixed a while ago, I have just been observing since you called Azmuth."

"You mean you saw the whole thing?" Ben asked irritably, receiving a nod in answer. "And you didn't do anything to stop Myaxx because...?"

"Where would the fun in that be?" Rook asked sarcastically. "It is quite fun to watch you, as you humans say, 'eat crow'."

"That reminds me," Eunice interjected. "Do you want us to bring anything to eat for the trip? It's a long ways from here to Earth, after all."

"A romantic meal, just the three of us." Myaxx teased, grabbing Ben and Eunice by the shoulders. "Mother, daughter, and boyfriend." Pausing to pass a glance at the amused Revonnahgander, she added. "You can just eat in the cockpit."

"Can we just go now?" Groaned Ben, painfully aware that this was going to be a long ride home.

* * *

**Conclusion**

"Are you guys sure this is food?" Ben asked uncertainly as he poked at his meal, which Eunice and Myaxx were happily eating.

"Better than that slop you're so fond of." Myaxx remarked as she took a big bite out of something vaguely insect-like. "Seriously, deep fried tubers covered in meat drippings saturated is sodium? You might as well be eating a fusion engine."

"I actually did that one time," Ben remarked absentmindedly. "It was pretty good."

"Well then you're sure to like this," Eunice smiled before taking a spoonful of something green and chunky. "It's completely organic with no preservatives or food dyes. Myaxx and I eat it all the time."

"Yeah," Smirked Myaxx as she dangled a lumpy purple fruit in front of Ben's face. "C'mon handsome, you don't want this meal that two pretty girls slaved over a hot stove for to go to waste, do you?"

"You're having way too much fun with this flirting business, Myaxx." Scowled Ben, looking between her and the fruit in disdain. "Oh well, you only live once, right?" He said uncertainly before taking a hesitant bite out of the fruit, his eyes widening in astonishment at the taste. "'Woah! This is actually pretty good." He smiled as he snatched the fruit, taking a much more eager bite out of it this time. "Best fruit ever."

"That's not a fruit," Noted Eunice nonchalantly. "It's the larval form of a darborian waddle bug."

Nervously swallowing the fruit-like bug, Ben glanced at the innards of what he'd just eaten, nearly puking at the sight. Looking between the two girls who were giving him odd stares, he shrugged and continued to eat the bug. "Still pretty good."

"Hey Ben, you've got something on your face." Eunice noted with a chuckle.

"What? Where?" Ben asked as he wiped his face off.

"Right here." Eunice smiled as she gave Ben a quick peck on the cheek, causing him to blush. "That's much better."

"Almost." Teased Myaxx as she puckered up mockingly.

"Hey, you had your turn already!" Flinched Ben, causing both girls to laugh at his expense.


	9. Lucy

**Lucy**

"Headache, headache!" Grunted Ben as he dug himself out of a pile of scrap. "What am I doing in a pile of garbage? And why does this feel so familiar?" Pulling himself to his feet and dusting himself off, he scanned around for any signs of life, only finding a vast field of scrap stretching on for over a mile, stopping at the edge of Undertown. "Rook? You anywhere around here?" He called out for his friend. Getting no response, he activated the Omnitrix, slamming down the dial to turn into Wildmutt. While Ben wasn't sure exactly what possessed him to turn into this old favorite, turning into aliens when dealing with any unusual or major problem was so second nature that he didn't even question it.

Setting about sniffing around for any answers, his radar-like hearing and keen sense of smell had difficulty working through the stench of refuse, but he managed to keep his head on straight and pick up a familiar scent. It wasn't Rook, but it was familiar enough even through the rusted piles of junk for him to track. Unknown to the searching Vulpimancer however, as he was tracking the scent, he himself was also being tracked.

Sniffing and rooting through the metal and slag, Ben frequently needed to shake out his nostrils. The unintelligible canine-like alien was reluctant to admit, even to himself, that searching through the surrounding stink of scrap was slow going. He couldn't place the scent he was tracking, but he knew he'd know it when he found it. Oddly enough, the scent he was tracking seemed to be coming from several locations at once. One of which, he noticed, was currently attempting to sneak up on him from behind. Hearing a blaster being primed, he jumped out of the way just as a laser bolt blasted the ground where he'd been standing. Getting ready to pounce, he snarled at his attacker.

"Well, well, well." Psyphon remarked smugly as he stepped out from his hiding place. "I came here looking to scrounge up a few useable parts here and there, but I never thought I'd run into you, Tennyson!" He grinned maniacally as he leveled his wrist blasters at Ben, who, much to his shock and surprise, simply relaxed and scratched himself with his hind leg. "Do you not see me with the blasters?" Psyphon asked in confusion, only to receive the Vulpimancer equivalent of the 'seriously' look. "Right, Vulpinmancer, totally blind." He realized dumbly, before snapping back to attack mode. "Either way, this is the end for you Tennyson! Once and for all!"

Ben, for his part, just yawned and curled up into a sleeping position, barely paying Psyphon any mind. This only served to baffle and infuriate the shark-like alien even further.

"Will you pay attention to me?!" Psyphon demanded angrily, stomping his feet in a tantrum. "Seriously, it's like you don't even see me as a threat! Is that all I am to you?! A nonthreatening, pathetic, incompetent, waste of space?! Am I still just Vilgax's toady in your eyes?!" Barely getting another eyeless 'seriously' look, Psyphon slapped his face in exasperation. "Fine! Am I still just Vilgax's toady in your ears, nose, and/or heat sensors?" He asked bitterly. Suddenly, his eyes snapped wide open in an epiphany look, slapping his face again. "Just my luck that you had to choose the one alien who can see through my tricks." 'Psyphon' remarked in a feminine voice before melting into a humanoid mass of dark-purple sludge. "And you can't even really 'see' at all!" Lucy huffed, irritated that her ruse had been revealed, causing Ben to chuckle at her misfortune.

"I even went the extra mile to outfit myself with the same weapons as the real Psyphon." Lucy huffed as she held out the wrist blasters she'd fired at him before. "And yet you just **had** to go and ruin the surprise training exercise by sniffing through my disguise."

Shrugging his shoulders as best he could, Ben gave Lucy a big sloppy lick, before realizing his mistake and spitting out globs of organic putty in disgust.

"Ahhaahahahaaa*snork*ahhahehaho*sherkt*!" Lucy laughed as Ben tried desperately to get the taste of mud out of his mouth. "Oh, Ben! You know just how to crack me up! Ahhaahehohe*snork*ahhahehahahe!"

Grumbling in protest, Wildmutt rolled around in the mud for a few second, confusing Lucy. At least he did, until he shook himself dry, getting huge globs of non-Sludgepuppy mud mixed in with her own.

"Hey! Cut it out, you jerk!" Lucy protested through her laughter as she shielded her face. "Do you know how much getting regular mud mixed in with my own body tickles? It's like a bunch of butterflies fluttering through my body, and not in a good way-hahaheheheha*snorkt*hahehahahe!"

Chuckling once his target was thoroughly dirtied, Ben walked over and pat her on the head. Chuckling at her pouting face, he quickly dodged a tentacle lashing, wheezing/laughing further at her failure.

"You're just lucky I'm winded after dividing myself into so many bodies." Lucy huffed stubbornly. "If all the parts of my body were together, you wouldn't stand a chance."

Quirking his head in confusion, Ben sat down and tapped his front paw against the ground repeatedly.

"Oh right, I guess you don't know, do you cuz?" Lucy remarked calmly. "Sludgepuppies can divide themselves into clones. Not like Echo Echo or that cute little scamp Ditto though." She gushed as she scratched Ben behind the ear, causing his hind leg to involuntarily thump. "When we divide ourselves, we divide our mass, strength, and even our focus, and we can never really go higher than four or five bodies. We also need to put ourselves back together in an hour or so, otherwise things can get... weird." She said eerily.

Not knowing what she meant by 'weird' Ben cocked his head slightly and briefly lifted Lucy's head off her shoulders before putting it back.

"They start acting all loopy," Lucy explained calmly. "Random shifting, independent thought and movement. Worst case scenario, I've got a fully living and independent clone walking around out there, and I can never get them back in."

Ben's jaw dropped in shock, and then he quickly started sniffing around, trying to track down the other pieces of his distantly related cousin.

"Oh, don't worry so much about it, cuz!" Lucy reassured him as she brushed his fur, making it muddy in the process. "I can track my copies easy-peasy. I have to control them remotely after all. Not all of us can make independent clones, after all." Taking a calm pose with her arms out, Lucy began humming. This went on for several seconds before her eyes opened in shock and confusion. "This isn't right. I can't call back my copies." She said worriedly. "I can't even sense where they are! Ben," She grabbed the Vulpimancer in a panic. "Something is seriously wrong! I need you to help me find myself, fast!"

Nodding in understanding, Ben scooped Lucy up and dropped her on his back. Taking just a moment to get her scent, he rushed off in the direction of the nearest matching scent, hoping he could get Lucy back together in time.

* * *

**Lucy Number 2**

"Hurry up Ben! I'm getting close enough to feel myself!" Lucy ushered him on, grossing Ben out to the point of gagging with her poor choice of words. "Okay, maybe I could have worded that a little better," She apologized sheepishly. "But this is a part of my body we're talking about here. I need to pull myself together, or I'm gonna end up the single mother of triplets." Ben abruptly skidded to a halt, sending Lucy flying off his back and into a pile of trash. "I know that's gross, why do you think I'm in such a rush to reabsorb my body?"

Shaking his head, Ben pointed just beyond the pile of trash Lucy landed in. Peering around the pile, Lucy saw why he had really stopped.

"Oh yeah," Muttered Lucy as she took in the jerky imitation of Aggregor wobbling around in a clearing. "I suppose finding a fake version of an Osmosian who nearly took over the whole universe would get the same nonverbal reaction as the mention of teenage motherhood."

Nodding, Ben rushed in to make a grab at 'Aggregor', who just happened to flail his arms in a way to strike the teen hero with his weapon, giving him a nasty shock and sending him flying.

"Ooohh!" Lucy winced as she ran over to help Ben up. "I forgot to mention that all of my duplicates have fully functioning replicas of the bad guy's weapons. Sorry about that, cuz."

Grumbling mockingly, Ben scooped Lucy up onto his back again.

"Hey! Who are you calling a scatterbrain?!" Lucy asked irritably as she kicked Ben in the sides. Ben, for his part, only gave her another 'really' look. "I know you can't talk when you're like this, but it helps me to put words to your body language." She explained calmly, getting a snort from Ben as he kicked up some dust like a bull about to charge.

Rushing into battle again, this time Ben had the sense to jump over the flailing weapon before turning around and slashing the Sludgepuppy construct in half.

"Ole~!" Cheered Lucy before breaking into laughter and applauding. "Good job, Ben! That's one down, and two to go!" Dismounting her distant cousin, she reabsorbed the two halves of herself Ben had taken out, growing bigger before willing herself back to a more manageable size. "So, where to next? I'm really looking forward to seeing what trouble you can get us into next!" She asked eagerly.

Shaking his head despondently, Ben got a quick sniff of the air around him, and pinpointed the next Lucy Clone. As he rushed off to the source of the scent however, he failed to notice the shadowy figure observing them from afar.

* * *

**Lucy 3  
**

"Thanks again for helping me round up my clones, Ben." Lucy said to her mount as they rushed through the garbage. "I really mean it. I don't know how I'd be able to take care of so many babbling newborns. I mean, if it was just one kid, I'd be able to handle it. I happen to have very strong maternal instincts, you know." She boasted with her head held high.

Ben just shook his head, unwilling to respond to her statement even if he were able to do so verbally.

"Are you saying I couldn't be a successful teen mother?" Lucy asked irately as she pounded his back. "Because I could definitely raise a kid better than you could. I happen to have two years of babysitting experience under my belt, and I know I could balance work and a kid. I'm not one of those layabouts who can't take care of my own kids!"

Coming to an abrupt halt, Ben yanked Lucy off his back and growled at her menacingly.

"Sorry about that," Lucy melted, literally. "Dividing myself into copies makes me a little moody. That's why I don't do it too often, it just makes it a lot tougher to get into character."

Accepting her explanation with a grunt and a nod, Ben placed Lucy back on top of him, before taking a moment to regain his bearings. Withing moments, Ben had regained the scent, and come upon a clearing where an imitation of Khyber was viciously flailing his arms about. Not appreciating the irony, Ben glanced up at Lucy with what could only be defined as an eyeless glare.

"Sorry about that," Lucy apologized sheepishly. "But how was I supposed to know that you'd turn into an alien that this guy hunts by the pack?"

Pointing up at Lucy, and then at her clone, before marching in place for a moment, then handing her the replica of Aggregor's pole-arm, his rider was able to get the gist of what he was saying.

"Ooh, a joust!" Lucy hissed excitedly as she grabbed the spear and held it out like a lance. "Let's get medieval on this guy." She remarked eagerly as she morphed her body into a suit of armor. "Onward, mighty steed!" She commanded with a kick to his sides.

Chuckling slightly at how much she was getting into character, Ben charged forward. Then a brief slideshow of three action scenes that showed Wildmutt and Lucy fighting the Khyber imitation who managed to get a few lucky hits in. Then the Khyber imitation fell to the ground in a puddle of mud.

"What just happened?" Lucy asked worriedly as she brushed Ben's fur to help ease the pain from the fight. "It feels like I just blacked out for a second."

Ben just shrugged his shoulders before grabbing Lucy and dropping her at her clone's remains.

"Yeah, I guess sometimes when you're doing the hero thing, you can just zone out and win before you know it." She seconded before reabsorbing the puddle that was part of her body. "Alright, just one more to suck back up and that's it for the day." Pausing as she took notice of Ben scratching behind his ears, Lucy asked. "How long have you been Wildmutt for? Shouldn't you have changed back by now?"

Ben just shrugged his shoulders, then lying down so Lucy could mount him again.

"Does this feel weird to you at all?" Lucy asked as she got on Ben. "Me riding you, looking for a little lost clone. It feels weird to me, like we're a pair of crazy lovebirds from the 70s looking for our illegitimate lovechild while we're baked out of our minds."

Glancing at Lucy in concern, Ben tried to shake the hormone addled thoughts from his mind.

"Like I said before, dividing and merging makes me loopy." Lucy shrugged as Ben ran in the direction of the last clone. "Some Sludgepuppies have been known to get addicted to it, with terrible side effects." She said eerily, before going back to her usual cheerful self. "Now let's go find our baby!"

Ben could only sigh and hope that Lucy would go back to normal as soon as she got all her pieces back together. She was weird enough under normal circumstances, but it was a pleasant kind of weird. This was getting kind of uncomfortable.

Unknown to them both, the shadowed figure was getting closer, and a set of razor sharp teeth could be seen chuckling maniacally.

* * *

**Lucy 4  
**

"I feel funny talking to you," Lucy remarked as they approached the location of the last clone. "Not funny in a bad way, just funny like my insides are full of worms. I get all goofy, and tongue-tied, and start to babble. Can I scratch your belly? I'd really like to scratch your belly." She gushed as she stretched her arms out and started doing just that, eliciting contented giggles from Ben before he came to a screeching halt and glared eyelessly at her. "What? To much?" She asked sheepishly.

Ben, having had enough of her extra bubbly behavior for one day, stuck out his arm and strictly pointed downward.

"Yeah, I guess I have been a bit of a headache today, haven't I?" Lucy admitted casually and she dismounted. "But you've just been such a good sport about it, cuz!" She gushed as she wrapped Ben in a hug around his neck. "Don't be too nice, or I might start getting a school girl crush on you! Ahhaaahehahea*snort*ahehahahee!"

Shaking his head in exasperation, Ben couldn't decide how much of Lucy's borderline flirting was genuine, and how much was just the division talking. Deciding to ignore the growing feeling of dread in his stomach, he marched off to where the last clone was.

"I'm pretty sure my last clone wasn't anything too threatening." Lucy assured Ben. "I can't remember for sure because I'm still a little cuckoo, but it's just one clone, so I'm sure it can't be that bad!" She said confidently.

Strolling into another clearing, Ben's thermal sensors picked up a familiar looking shape, causing him to send another eyeless glare at Lucy.

"Oooh, Vilgax." Lucy winced, before she put on a reassuring smile. "Oh well, at least it's just a weaponless clone that can't even fight right, right?" She remarked confidently. Confidence which soon turned to shock when Ben got blasted by a huge laser beam.

"Oh, I wouldn't be too sure about that, Sludgepuppy filth!" Hissed Psyphon, the real Psyphon, as he stepped out from the shadows. "I've placed a control device on this replica, and outfitted it with all the weapons and powers Vilgax gained from his conquest of 10 worlds, before they were stripped of him after his defeat and brief imprisonment." He gloated as Ben struggled to get up. "You wouldn't believe how hard it was to track all of them down, but it's going to be oh so worth it in the long run. Just imagine; a replica of Vilgax, with all of his old powers and weapons, totally obedient to me, acting as my puppet while I move on to bigger and greater things, and no one will know that I'm the one really calling the shots!"

"You're forgetting one thing you chocolate dipped banana elephant," Lucy slurred as she wobbled on her feet, drawing confused stares from Psyphon, Ben, and even the Vilgax replica. "We know all about your little scheme, so why don't you just give up now, and save yourself the trash kicking you're gonna get."

Nodding in agreement, Ben slapped the Omnitrix dial on his collar, but to no effect. Trying again several times, he was met with failure each time.

"Aww, is your precious Omnitrix not working right?" Psyphon sneered. "Probably because the jamming device I used to block your control over your replicas is also preventing the Omnitrix from changing you into anything else. Now then, where was I? Oh, that's right," He sneered as he took out a game controller shaped device, inputting commands for the fake Vilgax to follow as he hid behind his new toy. "Tying up some loose ends."

"My nostrils whisper to me!" Shrieked Lucy as Ben picked her up and ran circles around the Vilgax imitation, trying to look for an opening. "My baby is addicted to video games, but he's no match for me." She giggled, giving Ben an idea.

Taking advantage of the rudimentary level of control Psyphon had over the clone, Ben bobbed and weaved between the laser blasts from the eyes and wrist of the duplicate. Throwing Lucy high into the air, she flew over her clone's head and landed on Psyphon, knocking the controller from his hands.

"In the name of Hao, Midora, Sasuke, Anakin, and every other character that the writer wants up to sympathize with but we never will because they're irredeemable jerks, I stab at thee!" Lucy declared as she landed a wicked headbutt to Pshphon's gut, knocking the wind from the arrogant gangster's lungs.

Chucking at Lucy's weird battle cry, Ben casually strolled over to the duplicate, reached into its muddy body, dug around for a bit, and pulled out a mechanical device, crushing it on the ground, causing the clone to melt.

"Pool party!" Cheered Lucy as she dove into the puddle, coming out with a mighty roar as a full-sized Sludgepuppy.

"You think you've won, don't you?" Psyphon scowled as he got up and activated every weapon he had on him. "I still have my arsenal, you Tennyson is still weakened and stuck as a common Vulpimancer. You're no match for me!"

"I got this one, cuz." Lucy smiled confidently as her eyes started glowing. "Think of it as my thanks for helping me pull myself together." With that, she fired laser beams from her eyes, scorching Psyphon to a crisp instantly.

"In hindsight, maybe it wasn't such a good idea to implant all of my master's power into a Plumber in the hopes I could brainwash it into doing my bidding." Psyphon said before coughing out some soot and passing out.

"I don't know," Lucy mused before switching back to her more compact form. "I think it's gonna do wonders for my career. Ahaha*snort*ahehehaheha*snirkt*ahaha!"

Shaking his head in exasperation, Ben could already tell that her new powers were gonna make his distant cousin even more of a handful. Not that he minded, he was just worried for Gwen.

"Oh, who asked you, cutie?" Lucy huffed, completely aware of what she'd said, causing Ben's jaw to drop.

* * *

**Conclusion**

"I'm glad we finally found and disabled that jamming device." Ben remarked as some Plumbers ushered Psyphon into a squad car. "I think being Wildmutt for so long was starting to give me fleas." He grunted as he struggled to scratch his back.

"Don't sell yourself short," Lucy smiled as she slapped Ben playfully on the back, causing him to wince in pain from her new super strength. "I think you look good in fur."

"News flash Lucy, you're not loopy from division anymore." Ben groaned as he rubbed the kinks out of his shoulders. "You can stop flirting with me now."

"What if I don't want to stop?" Lucy batted her eyes at Ben as she leaned in close. "You were so nice and patient with me when I was acting cuckoo, I think I've really got a crush on you now." She said before kissing Ben teasingly on the cheek, sending him into a blushing fit.

"Seriously, Lucy?!" Ben asked in exasperation as he wiped the slight trace of sludge off his face. "Do you have any idea just how many girls I have to deal with on a regular basis are already crushing on me? Believe me, I've completely lost track by this point."

"I don't mind the competition." Lucy smirked as she wrapped Ben in a vice-like hug, squeezing the air out of his lungs. "It'll just make it that much more fun! Ahahahehaa*snort*ahahehahahee!"

"Great, now can you please stop choking me?" Ben said breathlessly.


	10. Eighteight

**Eighteight**

"Oh, my aching head." Ben groaned as he massaged his temples. "It feels like my mind is going in a million different directions at once. And why do all those directions involve girls in some way?" He remarked as he tried to take stock of where he was, only to get knocked to the ground before he could get his bearings. "What the heck?!" Acting quickly, he kicked off whatever or whoever it was that slammed into him, and quickly activated the Omnitrix, not even bothering to look before slamming the faceplate down and turning into Rath.

"Alright now! Who here had the nerve to think they could take on Rath?!" Rath shouted as he looked around, catching sight of the most likely culprit. "You! Rath remembers you! You're that girl... with the armor... and the..." He trailed off uncertainly as he tried to remember where exactly he'd seen her. "That's it! Now Rath really remembers! You're that robot mercenary lady who was the sister of Karate Man and... uh, The Other Karate Man! Rath can never tell them apart anyway! What was your name again?"

"Ktchrn chktching, grtzt!" Eighteight snapped as she drew her gun and strafed around Rath, aiming every shot at his face.

"Let me tell you something Robot Bounty Hunter Lady, whose language Rath can never understand, in-spite of the translator in his Omnitrix, and the fact that everyone Rath knows seems to be able to understand it just fine!" Rath rambled as he shielded himself from the lasers with his beefy arms. "Rath does not understand your language, but Rath is willing to bet that whatever you just said was something very insulting! So Rath is going to respond with something else he doesn't understand, but hopes is equally insulting, as well as violence!" Shrugging off the constant laser fire, he zigzagged to avoid the lasers while charging at Eighteight, tacking her to the ground, and getting into a grappling match.

"Rtzlptk grnhkls dsfhrwfs, dfjnf sklfrb rllst wksnhc!" Eighteight garbled as she tried to grab Rath in a headlock, failing when Rath slammed the back of his head into her faceplate.

"Oh, you wanna talk trash, do ya?" Rath shouted as he grabbed Eighteight in a triangle hold. "Well two can play that game! GRNGLS FGLHJK BRGHZL FRGLSV WRLPSX!" He shouted randomly.

"Ktchlrgs?" Eighteight gasped in shock as she slipped out of the hold and backed away slowly from a simmering Rath, rubbing her legs curiously as she did so. "Tchlpks crtchgw rrrlshz?" She said quizzically.

"Huh?" Rath quirked an eyebrow dumbly. Staring at the fidgeting bounty hunter blankly for several seconds, it took a while for an idea to come to Rath's tiny, rage-addled mind. "Blghkj frhpqs swthlk prtlkf." He remarked dumbly.

"Ktzlls!?" Eighteight jumped before running her fingers up and down her arms, studying them intently.

"Huh..." Rath hummed as thoughtfully as he could. "Rath may not know what he's saying, but Rath can tell that whatever it is he's saying means something to Robot Bounty Hunter Lady." He muttered quietly. "Maybe if Rath says some more stuff, he can figure out why Rath is suddenly in the Null Void." Blinking in delayed realization, he looked around himself in confusion, taking note of the many floating rocks dotting the sky both above and below. "Why is Rath in the Null Void?" He muttered dumbly before shrugging nonchalantly. "Whatever, Rath has bigger problems to deal with right now. Like dealing with Robot Bounty Hunter Lady." He smirked darkly. "Krtzl rtzlf rtzspfdrf frghtl." He uttered randomly, yet boastfully.

"SRTLKWZ!" Eighteight shouted in rage and shock as she lunged at Rath, tacking him to the ground where she rapidly punched him about the face, shoulders, and torso. "Grtlsf hrwsm nbhvx, rtslzm!" She shouted as she kept slamming punch after punch into the Apoplexian. Unnoticed to both parties however, several of her punches slammed into the Omnitrix faceplate, causing sparks to come out of it as it made bad sounding noises.

"You wanna piece of Rath?!" Rath asked rhetorically as Eighteight kept punching him. "Well you got it! But you just bit off a piece-grtkslz rtzlf grzts!" His voice suddenly shifted mid sentence, Ben's mind coming out of his rage as he noticed he'd changed into something else.

"Wait, wait, wait! Hang on a sec!" Ben protested as he shoved Eighteight off of himself, sending her flying several meters away. "I don't know what I am right now, or why I'm in the Null Void with you. Can we just take a moment so I can pull myself together?"

"Have you taken too many hits to the head, Tennyson?" Eighteight remarked in perfectly legible English, much to Ben's surprise. "My brothers and I are after the bounty Vilgax put on the Omnitrix, and we would have had it if those idiot Galvans hadn't fired a fuckin' Null Void Projector into the middle of our fight!"

"Vilgax has a bounty on my Omnitrix?" Ben remarked curiously as he scratched his head, deciding to ignore his confusion of being able to suddenly understand Eighteight for later. "Since when?"

"Since six years ago when you first got it, you retard!" Eighteight snapped as she pulled out her gun. "You don't honestly think he ever stopped lusting after his oh-so-precious Omnitrix for even a moment, did you?"

"Yeesh, do you kiss your mother with that mouth?" Ben winced at her foul language. "But I guess it would be a bit much to hope for Vilgax to just give up on the Omnitrix angle, huh?" He nodded in reluctant understanding. "Before we go any further into this though, why are you suddenly talking in English?" He asked curiously.

"What are you talking about now, you moron?" Eighteight remarked quizzically. "Sotoraggian vocal chords are unable to pronounce any language but our own. You're the one speaking in my language now."

"I'm doing what?!" Ben remarked in shock, quickly looking down at his body, and finding himself to have transformed into a Sotoraggian. His body armor was primarily green and black, with black and white highlights. "Whoa! I'm an alien bounty hunter now! You know, I've always kinda wanted to be one of these." Taking a moment to do some poses, Eighteight slapped herself in the face before taking a potshot at Ben for his annoying vanity, only for the blast to completely bounce off his armor, the hero totally unaware he'd been shot at. "So I guess that we're both speaking whatever weird language you guys speak, only now that I'm one of you, I understand it like it's my native language... Cool."

"How long did it take you to figure that one out, dumbass?" Eigheight snarked before rushing at him.

"Hey, watch your language!" Ben snapped as he held up his arms. "C'mon, gimme something good here. Every other member of this species has some cool weapons, so I know I've gotta have-" He stopped talking as a gun barrel popped out of his right wrist, while his left hand turned into a high-tech Gatling gun. "Sweet!" He cried out happily as he fired them both, the wrist mounted gun firing dozens of lasers that clustered life a shotgun blast, while the Gatling gun fired off dozens of shots a second.

Eighteight swerved quickly to avoid the blasts, running as fast as she could just to stay out of range as Ben turned, keeping his Gatling gun trained on her. Thinking quickly, she pulled out her gun and fired a few shots at his arms, knocking them away momentarily so she could lunge in and fight close-quarters.

"You wanna go hand-to-hand, do ya?" Ben smirked under his helmet as he got into a boxing stance. "Alright, let's see what you got!"

Suddenly, they were a flurry of blows and blocks; jab, low kick, right hook, duck, swerve, high kick, two fingered stab towards the eyes, flinch, elbow thrust. The melee lasted a whole minute, neither one budging an inch, until Ben managed to land a solid hit right in the chest, sending Eighteight flying away.

"He shoots, he scores!" Ben cheered for himself. "Now let's see what else I've got in this suit." He rubbed his hands in anticipation as he focused on something he'd seen enough times to have an idea about. Suddenly, a jet of fire came out of his backpack, sending him flying high in the air. "Sweet! I've got my very own jet pack! Life is good." Sure, he could fly as plenty of his transformations, but there's just something about a jet pack that speaks to the frat boy in all of us.

"You think you've beat me already?!" Eighteight snapped bitterly as she got up. "You think I'll let you get away with saying such wonderful things to me, only to stomp on all three of my hearts the next second?!" She screeched as she pulled out a Sniper Rifle, taking aim at the now swerving airborne Ben.

"What are you talking about?" Ben remarked in confusion as his mini-arms pulled some pikes out of his jet pack and throwing them at Eighteight, who was barely able to dodge while focusing her aim and fire on him. Shockingly, the moment the pikes hit the ground, they started vibrating, quickly turning all the rocky surface in a two meter radius into powder, making a dusty crater. "Do you mean those things I garbled when I was Rath? Because, full disclosure here, I literally have no idea what I was saying back then. I was just babbling gibberish and hoping it was insulting. Trash talk is kinda hard when you don't even know the lingo."

"You mean it was all nothing to you?!" Eighteight screeched like nails on a chalkboard as her mini-arms pulled out grenades. "No, less than nothing! You were trying to insult me! How dare you toy with a delicate maiden's fragile hearts like that!" Throwing a volley of explosives at Ben, one got lucky and went off close enough to knock him out of the sky. "I thought you were comparing me to the Goddesses!" She growled as she closed in on Ben, who was already back on his feet. "You said I had the legs of Onetwoonetwo, the Goddess of Dance!" She snapped as she tried to do a roundhouse kick, only for her leg to be caught easily, and used to spin her around and slam her to the ground. "You said I had the arms of Twentytwenty, the Goddess of Snipers!" She cried as she did a one-two punch, only for Ben to catch both of her fists, and deliver a stunning headbutt, knocking her to the ground again. "And even though it was way too forward, part of me was flattered when you said I had the torso of Oneonethree, the Goddess of Beauty and Fertility!" Taking one last swing, Eighteight finally managed to land a solid punch to Ben's face, sending him reeling back a few staggering steps.

"You seriously have a Goddess of Snipers?" Ben asked in disbelief. "And for that matter, are your Gods really that big of a deciding factor in the looks department? Because, honestly, I don't exactly have the best experience with deities."

"I may not know about your human Gods," Eighteight growled as she pulled a pair of collapsing swords out of her thigh pouches, and started slashing at Ben, who blocked with energy shields in the back of his hands he didn't even know he had. "But on Sotorag, our Gods were real people, who had the greatest armors in our history! To have the same make and model of parts as any one of our Gods, who had the rarest and finest armors in the galaxy, and to use them with the same skill and ability as them is a sign of greatness! Your ignorance is an insult to me, my people, and my entire culture!" Suddenly, Ben casually caught her swords with his bare robotic hands, and threw them to the side.

"Okay, it's a sensitive subject, I get it now." Ben snapped as Eighteight fired mini-missiles from her pack, which Ben diverted into a passing floating rock with an electromagnet that popped out of the sides of his arm like a clamp. "I'm sorry if I led you on, but I have no idea of how to speak or understand your language, and we're already enemies, so why do you care what I think of you anyway?"

"I suppose you have a point," Eighteight remarked as she stuck her fingers in the ground, and pulled a huge chunk of rock out of their foothold. "We're enemies, so if I crush you into a pile of scrap, slag, and bits of broken flesh and bone, it shouldn't matter one bit!" With a primal roar, she hurled the chunk of rock at Ben.

"That wasn't exactly what I meant!" Ben panicked as he held his arms up, both of them combining into a giant double-barreled laser cannon, which fired a small black sphere into the giant chunk of rock, stopping it in midair. "What in the?" His shock was amplified when the rock abruptly collapsed in on itself, revealing that the little black sphere he'd fired was actually a singularity, that was now sucking in everything. "Not good!" Ben panicked as he and Eighteight both dug their fingers into the ground, desperately trying to avoid being sucked into the mini black hole he'd inadvertently created.

"Help! Help me, damn it!" Eighteight panicked as she crawled forward as she kept losing handhold after handhold. "I don't want to be crushed into a singularity! Help me Ben Tennyson, you're my only hope!"

"That reminds me, I need to review those sci-fi movies to prepare for their next TV series." Ben muttered as he aimed his arm at Eighteight, firing off a magnetized grappling hook. Once she was firmly secured, Ben aimed the same arm at a distant chunk of rock that wasn't trapped in the gravity well, and fired off a regular grappling hook, which dug deep into the rock. "Hang on! I'm gonna try to pull us away!"

"Whatever you do, do it fast!" Eighteight shouted as the black hole began to warble. "The gravitational field of mini-black holes don't stay stable for long, and we really don't want to be around when that thing goes critical!"

"As if I didn't have enough problems." Ben groaned as his grappling hooks started retracting at high speeds, pulling the Sotoraggian pair far away from the singularity. "Hold on, we're almost there!" Ben shouted back as they reached the asteroid. Once they were firmly on the ground, Eighteight grabbed him by the arm and started running.

"C'mon! We're not out of the woods yet!" Eighteight shouted as she ushered him around the rock. "We're still not out of the blast radius!"

"Then why are we running when we can fly?" Ben asked as he activated his jet pack, flying off into the distance at rocket speeds with Eighteight barely holding on. "I can't look back, are we clear of the blast zone yet?" He shouted over the rushing wind.

"Oh, we're way past clear!" Eighteight called as loudly as she could. "Your jet pack is the most powerful I've ever seen, do you know that?!"

"Not really!" Ben remarked nonchalantly. "To be perfectly honest, I've flown much faster than this before! Compared to Jetray going full-tilt, this is nothing!"

"What's it like turning into different species anyway?!" Eighteight asked curiously.

"Like putting on a suit of armor that's either too big, or too small, and you're using a weapon you're not used to!" Ben answered. "It's weird at first, especially the first time I turn into a new alien, but I get used to it pretty quickly!" Satisfied that his explanation was succinct enough, he added on an afterthought. "Oh, and sometimes it also gives me this weird crick in my neck! It's nothing serious though, and I've mostly learned to ignore it by now!"

"That's cool!" Eighteight commented. "I think we can land now! There's a good sized rock over there!" She pointed ahead of them.

"Copy that!" Ben gave a thumbs up as he began their descent. "You know, I can't believe I'm saying this, but you're actually pretty cool."

"Thanks," Eighteight remarked gratefully. "It's almost a shame I have to kill you and steal the Omnitrix now." She remarked darkly before launching a bicycle kick at Ben, who casually caught her foot and flipped her over his head and onto the ground.

"You know I saw that coming a mile away, right?" Ben remarked cockily; Eighteight giving a reluctant nod in response. "Good. So you got any ideas of how we can get out of this place? Because I'm not really in the mood to sit around waiting for Blukic and Driba to open a portal back home."

"...There may be one chance." Eighteight answered suspiciously. "But I'm hesitant to tell you because-" She was stopped short by the sound of a huge explosion going off in the distance.

"What was that?!" Ben jumped in shock as he turned to the source of the sound, what he saw left him speechless. The singularity they escaped had exploded into an enormous burst of multicolored blazing balls of fire and superheated plasma, many of which also exploded once they had flown far away from the original source of the blast. "Woooaaahh... Did I do that?" He asked in silent awe.

"You sure did." Eighteight sighed dreamily as she absentmindedly drifted into Ben's arms. "I've never seen any weapon make such a powerful discharge. It's a thing of beauty." After lazily rubbing her hand across Ben's torso for several moments, she snapped out of her destruction induced trance and quickly shuffled away from from him. "Well, I uhh, that was really... *cough*cough* good, and stuff, and I uhh... You've got good weapons." She rambled nervously, wrapping it up quickly once she'd found the right words.

"Riiiight..." Ben remarked skeptically, easily able to tell that she was just trying to come up with a good cover for her earlier words. "Sooo... what was this big plan you had for getting us out of here?"

"Alright, I suppose there's no other way to go about it." Eighteight sighed as she cocked her hips and rested one hand on them. "You have the arsenal of Threepointonefour."

"I can only assume that that's another one of your Gods?" Ben asked curiously, getting a nod in response. "And... you're flirting with me, why exactly?"

"I'm not flirting with you!" Eighteight panicked, suddenly very glad that Ben couldn't see her face behind her helmet, unaware that Ben could easily tell she was just trying to cover herself. "I meant it literally! Threepointonefour was the God of The Forge, and is undisputed as the greatest Sotoraggian to ever live! And you have his armor; the Wrist Mounted Epsilon-Class Scatter Gun, the Illegally Modified Techadon Gatling Gun, the Seismic Pikes, the Magna Gauntlets, the Portable Zeta-Class Energy Shields, the Gigaton Grappling Cable with Ultra-Pressurized Grappling Claw, the Mark XXXVIII Galvan-made Jet Pack, even the Singularity Burst Generator, you have it all!"

"Okay, that's cool." Ben remarked casually, though he didn't have the slightest clue what any of those things were. "So what does this all mean for me? I mean, do I have a Null Void Projector in all of this armor somewhere?"

"Yes." Eighteight answered, much to Ben's shock. "Along with about ten other powerful weapons and gadgets. Threepointonefour was known as the greatest Sotoraggian ever for more than just his mechanical abilities. Every item in his arsenal was centuries, if not millennia ahead of his time, and every one of those items was made in preparation for a number of probable and improbable eventualities. A get out of jail free gadget would be at the top of any bounty hunter's list, don't you think?"

"I guess that makes sense." Ben admitted grudgingly, the idea that anyone could just smuggle a Null Void Protector into the Null Void annoying him more that just a little, though the fact that it seemed to take being the galaxy's greatest bounty hunter to get one did cushion the blow somewhat, as did the fact that he apparently had one now. "So I just aim and think about it?" He remarked uncertainly as he held one arm up, only for a ray gun on a cord to pop out of his jet pack and fire a portal instead. "Oh... so that's where it is." He amended sheepishly as Eighteight chuckled at him.

"Yep." Eighteight said with a giggle as she made a beeline for the portal. "Now let's get out of here."

"Hold on a sec there." Ben remarked strictly as he blocked her. "And what makes you think that I'm going to let you out? We're enemies remember."

"I'm the one who told you about your Null Void Projector." Eighteight remarked crossly. "Without my advice you'd still be stumbling around aimlessly, waiting desperately for help to arrive while you potentially kill yourself with your own weapons."

"Stop nagging me woman!" Ben snapped. "If you weren't so cute I'd test out my new weapons on you some more."

For an almost painfully long time, Eighteight was completely silent and ramrod still. Eventually, she found her voice, though it was a very nervous and flustered one. "You really think I'm cute?" She asked as she shuffled her feet shyly.

"Uhhh..." Ben came up blank as he soaked in what he'd just said. "Well... I guess by alien bounty hunter standard... sure, whatever."

"You know I'm not exactly a young lady, right?" Eighteight remarked with a certain spark in her tone. "In Earth time, I'm about 60 years old. Even for Sotoraggians, who live half again as long as humans, it's like I'm in my 40s by your standards."

"Seriously?!" Ben exclaimed in shock. "You're almost as old as my grandpa! But you look so... so... uhhh." He trailed off vacantly, as if something primitive was taking hold of his mind. "Why is the old lady suddenly so sexy?"

Eighteight giggled playfully at his stupefaction, her own tone and movements becoming glazed over as she sauntered over to Ben with a seductive sway in her hips, the young boy having lost the presence of mind to maintain his Null Void Projector. "You know... Sotoraggians tend to chose their mates through a combination of combat and pheromones." She whispered as she trailed her talons along Ben's torso armor.

"You don't say?" Ben growled huskily as he wrapped his arms around the lithe woman, his hands coming to rest on her hips.

"Oh yes." Eighteight purred in delight as she run her hand up his body, reaching around to the ring on the back of Ben's helmet. "It's instinctual how we do this. First the male must prove his worth; then the female sends out her pheromones; if they react well to the male, he sends out his; and if the female likes them..." With a sharp tug of her fingers, she pulled the ring off of his helmet, causing the faceplate to open up and the helmet to fall to the ground. "They mate for life."

"I like the sound of that." Ben growled dominantly as he reached up to puller her helmet off, only for the Omnitrix to flash red, turning Ben back to normal just as he was about to start ravishing his new mate. "Uhhhhh..." He trailed off as he slowly slipped out of his lustful trance, his once again human body no longer reacting to the Sotoraggian pheromones. "...Maybe it would be best if we just forgot all about this and went back to fighting each other?" He offered sheepishly, desperate for something to break the tension right now.

"Ktchkrf ndfk skthwthl, frtlj." Eighteight shook her head before pulling the ring on the back of her helmet, letting it fall down to the ground, showing her face to Ben.

Ben, for his part, was quite surprised by this move. From what he'd seen of Sotoraggians, they didn't like showing their faces; either running away or trying to obliterate anyone who caught so much as a glimpse of them. Eighteight however, had just willingly unmasked in front of him, letting him see her face clearly, and what a face it was. Her dull grey skin was slightly wrinkled around her eyes and the corners of her mouth, which was currently in a slight smile. While she had no visible ears or nose, the three slight bumps running vertically from just above where her nose would have been to the top of her forehead gave her the appearance of having unusual piercings. Her eyes had a squinted look to them like an Asian woman, and as her smile grew, Ben could see a row of delicate yet razor shape teeth lining her grin.

"Uhhh... Earth to alien bounty hunter lady?" Ben questioned hesitantly as he backed away, Eighteight taking two steps closer for every one he took back. "I'm not a member of your species anymore. You can stop flirting with me now."

"Khvcht shktl slkp." Eighteight purred as she pressed her lips to his, enveloping him as she kissed him deeply.

Ben couldn't remember a time when he was more shocked or aroused, though he was sure if he could completely recall what he'd been doing under the lull of the pheromones earlier it'd be a different story. As it was, he was both pleasantly and unpleasantly surprised to find out that Eighteight had a very long yet slender tongue, like an anteater searching for a meal. She dug her tongue into his mouth and throat hungrily, taking extra care not to scratch him with her teeth. While the perverted part of Ben was a little disappointed that he couldn't return the favor without getting his tongue lacerated, his hands still managed to find a sweet spot on the small of her back that made her purr like an alien kitten when he rubbed it. Eventually, they both had to surface for air, though they were both panting with stupid grins on their faces by the end. When Eighteight looked like she was about to talk, Ben placed a finger to her mouth.

"Hold that thought a second." He requested as he activated the Omnitrix again, taking care to make sure he'd selected the right icon before delicately pressing the activation button. "Okay, what was that you were saying?" The once again Sotoraggian Ben asked.

"I was saying that it doesn't matter to me what species you are, Ben Tennyson, Greatest Hero in the Universe, and Wielder of the Omnitrix." Eighteight whispered huskily as she brushed her hands up and down his back. "I have chosen you as my mate, and I will not allow any force in the Universe to tear us apart." Drawing her hand up to his, she intertwined their talons as she rested her head against his chest. "I am yours forever, whether you chose to stay loyal only to me, or gather up a harem of concubines, I shall always be your devoted wife."

"A harem?!" Ben startled slightly, staying calmer than he would have normally because Eighteight was still letting off those pheromones that made him feel good. "Where is this coming from?"

"You don't know much, do you?" Eighteight chuckled in amusement. "That's okay, I didn't exactly chose you for your brains." Taking note of the put out look he was giving her, she backed up, her arms held up in surrender. "Okay, I'll explain! Just stop giving me that look you sexy beast. You're giving me all kinds of chills." Giving a mock shiver, she picked up her helmet and placed it back on her head. "Okay Hubby, it goes like this. A male Sotoraggian can let out their pheromones all they want, with whatever girls accept them. A female however, once she has found a compatible mate and had her pheromones mingle with theirs, can only mate with that male."

Ben let out a whistle of awe and surprise. "You really weren't kidding about that mating for life thing."

"Of course not Darling, I was very serious." She purred as she jumped into his arms. "Only certain pheromone patterns can commingle and be absorbed into a female. The pheromones of Sotoraggians are as diverse as your human blood types, and just as hard to find a match for. Mine is a particularly rare type, and it has very few compatible male pheromones."

"And mine just happened to match up to it?" Ben remarked skeptically.

"Haven't you ever heard of a universal blood type?" Eighteight remarked happily. "By my understanding of the subject, the Omnitrix turns you into a physically and genetically perfect example of whatever species you turn into, except your own of course. It's only natural you'd have the universal male pheromone, which only one in a million male Sotoraggians possess, all of which have accomplished amazing things. And to think that such a charmer is my chosen mate..." Cooing lovingly as she stroked his faceplate, she snuggled into the crook of his neck. "I'm so lucky to have you in my life now."

"I don't know about all of this..." Ben remarked skeptically, unsure of what to think about a former enemy suddenly throwing herself at him in love instead of rage, though for some reason the whole thing felt oddly familiar...

"You mean you don't want me?!" Eighteight panicked fearfully. "But Ben, if you don't accept me, then I'll be considered a lost cause among my people! I'll never be able to have children; never be able to truly enjoy the touch of another; I'll be considered an abandoned and unwanted piece of loose garbage!"

"I never said any of that!" Ben denied in a panic, desperate to stop her obvious fear and sadness. That's the thing about being a hero; you can fight off an army and take down galactic warlords, but when dealing with crying women, he was just as helpless, if not more so than anyone else. Desperate for an answer to his dilemma, only one thing came to mind. Bracing himself and putting on his best coy attitude, he did what he did best in stressful situations.

He cracked a joke.

"I'm just worried about how people will react to me being with an older woman." Ben remarked smugly. "I mean, they're all gonna wonder just how I managed to land such a sexy cougar." He barely managed to say without wincing. _'Dear Sotoraggian Gods, what did I ever do to deserve this?"_

"You jerk!" Eighteight playfully punched him in the shoulder plate. "You really had me worried for a second there, but I should've known better. There's no way anyone man enough to have the universal male pheromone would ever break a woman's hearts."

"Yeah, that's me alright." Ben hesitantly admitted, not sure he liked where thins were going. "Just a regular gentleman with his one true love." He stifled a mini gag. _'How am I saying this without throwing up? Is there something about those pheromones? If I didn't know any better, I'd think I actually meant what I was saying. Truth be told, I'm not even sure I don't really mean it.'_Now wasn't that a frightening thought.

"I love you too, Ben." Eighteight sighed happily as she nuzzled back into his torso. "But don't think you need to hold back on my account. It would be selfish of me to keep a catch like you in a monogamous relationship. Most Sotoraggians with your pheromone type gather up harems of at least a dozen concubines. Just because you're not really a Sotoraggian doesn't mean you shouldn't have the same luxury."

Just as Ben was about to voice his objections to a harem, a swirling vortex suddenly opened in front of him, his partner Rook standing on the other end, with Blukic and Driba manning the Null Void Projector, and Sixsix and Sevenseven tied up on the ground.

"Rook! Am I ever glad to see you!" Ben smiled widely under his helmet as he stepped through the portal. "You would not believe the day I just had."

"Ben?" Rook asked curiously, his eyes quickly catching sight of the Omnitrix symbol on his chest. "You have a Sotoraggian transformation now?"

"Yeah, pretty sweet, don't you think?" Ben remarked excitedly, catching a quick glimpse of Sixsix and Sevenseven giving him the stink eye from the ground. "Just call me... uhhh... I haven't actually got a name worked out for this guy yet." He admitted sheepishly. "I don't think I'll go with Tenten; that sounds like a girl's name, and a stupid one at that. Maybe I could go with Onezero. What do you think Eighteight?" He asked his new wife on instinct.

"I think it's a wonderful name, my love." Eighteight remarked happily as she nuzzled her faceplate against that of the newly dubbed Onezero, much to the shock of Rook, Blukic, and Driba, and much to the pure outrage of Sixsix and Sevenseven.

"Human filth! You dare to mingle your pheromones with those of our sister?!" Sixsix exploded in a rage.

"If I weren't restrained, I'd tear you to pieces for stealing our sister's virtue!" Sevenseven seconded the notion.

"Will you two jackasses shut the fuck up?!" Eighteight exploded, causing her brothers to recoil in terror. "Out of the three of us, I am the eldest! I don't need you two shitheads making my decisions for me, or trying to protect me, when I've proven on multiple occasions that I can kick your sorry asses across the galaxy with one hand tied behind my back! Now you can either accept that Ben is now your brother-in-law, or you can go back home and whine to mom about it!" Turning to Onezero, her voice suddenly switched to a sweet and tender tone. "Isn't that right, Honey?"

"Yeah... whatever you say, Dear..." He agreed fearfully, glad that she wasn't directing all that rage his way anymore.

"See?" Eighteight remarked confidently as she stepped down from Onezero's arms. "My husband and I are very happy together, as we will be for the rest of our lives. He even called me his Cougar." She remarked affectionately as she walked over to the Proto-TRUK, getting in the shotgun seat instead of the back like her brothers had done to hide from her rage.

"Uhh, Ben?" Rook asked hesitantly as they followed after the chipper newlywed bride. "Please feel free to correct me if I am wrong, but in addition to being a large a vicious wild feline, I believe the word cougar is also used to describe an older woman with an interest in younger men. Which is the context you are using to describe her exactly?"

"To be perfectly honest, I think it's both." Onezero admitted as he shut his new in-laws in the holding cell of the Proto-TRUK. "She's a real spitfire, that's for sure."

"And you are okay with the situation you find yourself in now?" Rook asked uncertainly.

"At first, I was kinda against the whole thing." Onezero admitted before they got in, Onezero sitting in-between Rook and Eighteight, who was looking for all the world like she belonged in the front latched onto her husband's arm, instead of the back, bunking with her brothers on the slow ride to jail. "But how can you argue with a woman like this?" He grinned happily as he wrapped his arm around his wife's shoulder.

"If you say so." Rook commented calmly. "Just so long as you are the one to explain to Magister Tennyson how you got involved with a well known bounty hunter." He grinned mockingly.

"Low blow, dude." Ben pouted. "Low blow."


End file.
